November 30, 2021

To All Concerned Parties

Name of REIT Issuer:

Nippon Building Fund Inc.

Koichi Nishiyama, Executive Director

(TSE Code: 8951)

Contact:

Asset Management Company

Nippon Building Fund Management Ltd.

Yoshiyuki Tanabe, President and CEO

Person to Contact:

Yukio Handa, General Manager

(TEL. +81-3-3516-3370)

Notice of Acquisition of Assets

(Yokohama ST Bldg.: Additional Acquisition)

Nippon Building Fund Management Ltd. ("NBFM"), to which Nippon Building Fund Inc. ("NBF") entrusts asset management services, hereby provides notice of its decision on November 30, 2021 to acqure assets as follows:

Description

1. Outline of the Acquisition

Name of Assets

Yokohama ST Bldg. (Additional Acquisiton: 15% co-ownership interest)

*Yokohama ST Bldg. shall be referred to as "the Property," the portion to

be acquired shall be referred to as "the Additionally Acquired Portion of

the Property" hereinafter.

Assets to be Acquired

Trust beneficiary interest in real estate

Acquisition Price

3,220 million yen

(Miscellaneous acquisition costs, adjusted amount of fixed assets tax and

city-planning tax, etc. as well as consumption tax, etc. are excluded.)

Seller

TODA CORPORATION

*Please refer to 4. Outline of seller below

Intermediary

None

Date of Contract

November 30, 2021

Date of Transfer

November 30, 2021

Acquisition Funds

Own funds

Payment Method

One time, lump-sum payment at the time of transfer

2. Reason for Acquisition

The acquisition is being undertaken with the intention of enhancing NBF's portfolio in the Other Greater Tokyo in accordance with the asset management objectives and policies set forth in NBF' s Articles of Incorporation.

NBF already owns trust beneficiary interest comprised mainly of 75% co-ownership interest in the

1

Property (the Existing Trust Beneficiary Interest), and has steadily built a track record. NBFM considers this acquisition to be in line with NBF's policy of increasing the asset value and liquidity of the Property.

The Additionally Acquired Portion of the Property is trust beneficiary interest comprised mainly of 15% co-ownership interest in the Property. Combined with the Existing Trust Beneficiary Interest, NBF's owned trust beneficiary interest will be comprised mainly of 90% co-ownership interest in total after the acquisition.

3. Outline of Assets

Name of Assets

Yokohama ST Bldg. (Additional Acquisition: 15% co-ownership

interest)

Type of Specified Assets

Trust beneficiary interest in real estate

Trustee

Sumitomo Mitsui Trust Bank, Ltd.

Term of Trust

Date of establishment of trust: November 30, 2021

Date of expiration of trust: March 31, 2031

Type of Ownership

Land: Co-ownership interest (15%)

Building: Co-ownership interest (15%)

Location

(Description in Real Property Registry)

Land: 11-4,11-6,11-16,11-17,11-18,11-19,11-20, Kitasaiwai

1-chome,Nishi-ku, Yokohama, Kanagawa

Building: 11-6,11-16,11-20,11-4,11-17,11-18,11-19,

Kitasaiwai 1-chome,Nishi-ku, Yokohama, Kanagawa

(Street Adress)

11-15, Kitasaiwai 1-chome,Nishi-ku, Yokohama, Kanagawa

Use (primary use listed in

Offices, Parking and Stores

Real Property Registry)

Square meters (Description in

Land: site area 6,348.45 m2 (entire site)

Real Property Registry)

Building: total floor space 42,568.77 m2 (entire building)

Structure (Description in Real

Steel frame and steel framed reinforced concrete structure, flat

Property Registry)

roof, 18 floors above ground and 2 floors below ground

(Based on the description of the entire building)

Completion of Construction

October 31, 1987

(Description in Real Property

Registry)

Matters Related to Earthquake

Earthquake PML 1.7% (obtained from the building condition

Resistance

investigation report prepared by Engineering & Risk Services

Corporation)

Existence of Secured Interests

None

(liens)

Appraisal Value

¥3,220,000,000

( Date of Valuation )

(August 31, 2021 )

Appraiser

Tanizawa Sogo Appraisal Co., Ltd.

Description of Tenants

Tenancy situation of the Additionally Acquired Portion of the

2

Property as of October 31, 2021 is as follows.

Total number of end

99 companies

tenants

Total rental revenues

Approximately ¥256 million / year (based on the owned

interests of the leasing space)

Lease deposit

Approximately ¥206 million (based on the owned interests of

the leasing space)

Total rentable area

Approximately 4,017.32 m2 (based on the owned interests)

Total rented area

Approximately 3,999.91 m2 (based on the owned interests)

Occupancy Rate

99.5%

Other Special Matters

(1) NBF currently owns the Existing Trust Beneficiary Interest

(75% co-ownership interest), and will own trust beneficiary

interest comprised of 90% co-ownership interest in total after

acquiring the Additionally Acquired Portion of the Property (trust

beneficiary interest comprised mainly of 15% co-ownership

interest in the Property). Of the building of the Property, the

portion co-owned by co-owners other than Sumitomo Mitsui

Trust Bank, Ltd. (the "Existing Trustee"), the trustee of the

Existing Trust Beneficiary Interest, is leased to the Existing

Trustee, and the Existing Trustee subleases the entire building,

including the portion co-owned by the Existing Trustee, to a

sublessee.

(2) The Property is a building under co-ownership and is subject

to the agreement regarding the concerned co-ownership. The

agreement stipulates that an offer of sale should be made to

other co-owners prior to any other party; the owned portion may

not be transferred to any third party, pledged, collateralized, etc.

without the consent of other co-owners; demands for partition

concerning co-ownership may not be made; and such.

(3) At the Property, use of spray material containing asbestos

which should be placed under supervision (inspection,

recording, etc.) has been confirmed. However, it is in a stable

condition and is not in a state to pose health hazards. The plan

is to remove or seal off the material or take other measures in

accordance with the situation going forward.

4. Outline of Seller

1.

Name

TODA CORPORATION

2.

Location

7-1 Kyobashi 1-Chome,Chuo-ku, Tokyo, Japan

3.

Name and Title of

Otani Seisuke, President and Representative Director

Representative

4.

Description of Business

1. Research, planning, design, management, and execution

related to all aspects of architectural and civil engineering

comprehensive engineering and consulting related thereto

3

2. Research, planning, design, management, and execution

related to local development, urban development, etc.;

comprehensive engineering and consulting related thereto

3. Real estate sale and purchase, rental, intermediary services,

management, and appraisal

4. renewalbe power generation business, etc

5.

Capital

¥23,001 million (as of March 31, 2021)

6.

Date of Establishment

July 10, 1936

7.

Net Assets

¥312,533 million (as of March 31, 2021)

8.

Total Assets

¥735,789 million (as of March 31, 2021)

9.

Major unitholders and

Daiichisyokusan (13.25%), NORTHERN TRUST CO. (AVFC)

invetment ratios

RESILCHESTER INTERNATIONAL

INVESTORSINTERNATIONAL VALUE EQUITY TRUST

Standing proxy: The Hongkong and Shanghai Banking

Corporation Limited, Tokyo Branch(5.88%), The Master Trust

Bank of Japan, Ltd. (trust account) (5.13%) (as of March 31,2021)

10. Relations with NBF/NBFM

Capital Relationship

None

Personnel Relationship

None

Business Relationship

None

Related parties

Does not fall under the category of related parties of NBF and

NBFM.

5. Status of Owners etc. of the Properties

The current acquisition of the Property is not an acquisition from a party which falls under the category of any specially-interested party of NBF or NBFM.

6. Future Outlook

There will be no change to the forecasted management situation during the period ending December 31, 2021 and June 30, 2022 as this acquisition will have little impact upon the management situation of NBF during such period.

4

7. Summary of Appraisal Report

Property Name

Yokohama ST Bldg. (Additional Acquisition)

Appraisal Value

¥3,220,000 thousand

Appraiser

Tanizawa Sogo Appraisal Co., Ltd.

Date of Valuation

August 31, 2021

Breakdown

Item

(in thousands

Remarks

of yen)

Appraisal value based on income method

3,220,000

Appraisal value based on direct

3,250,000

capitalization method

(1) Operating Revenue ((i) - (ii))

260,144

(i) Effective gross income

277,833

Estimated based on income consisting of rents,

common area charges, utility charges, etc. which

are deemed stable on a mid- and-long-term basis

(ii) Losses from vacancy, etc.

17,689

Estimated based on a vacancy rate which is

deemed stable on a mid- and-long-term basis

(2)

Operating Expenses

92,709

Building Maintenance Costs/

39,453

Estimated based on past results verified applying

Property Management Fees

the level of maintenance costs/property

(Note)

management fees for similar real properties

Utilities Expenses

22,005

Estimated based on past results verified applying

the level of utilities expenses for similar real

properties

Repair Expenses

1,955

Estimated based on the Engineering Report, etc

Leasing Expenses, etc.

1,997

Estimated based on the assumed turnover rate

and the level of leasing expenses for similar real

properties

Taxes & Public Duties

20,550

Estimated based on a land/house collective ledger

of fiscal 2021

Insurance Premiums

246

Estimated based on insurance documents etc.

Other Expenses

6,504

Estimated based on past results verified applying

the level of other expenses for similar real

properties

(3)

Net Operating Income

167,435

((1)-(2))

(4) Investment Income from

1,824

Estimated applying investment return of 1.0%

Temporary Deposits

(5) Capital Expenditure

39,090

Estimated based on the Engineering Report, etc

(6) Net Income ((3)+(4)-(5))

130,169

(7) Capitalization Rate

4.0%

Estimated taking into consideration examples of

transactions for similar real properties, as well as

conditions e.g. location, improvements, rights,

contractual terms etc. of the Property

Appraisal value based on DCF method

3,200,000

Discount Rate

4.1%

Estimated taking into account the risks deriving

from regional/property-specific factors of the

Property

Terminal Capitalization Rate

4.2%

Estimated by reflecting uncertainties of future

outlook, etc. in capitalization rate

Integrated value based on cost method

3,330,000

Proportion of land

89.5%

Proportion of building

10.5%

*Amounts less than one thousand yen are rounded to the nearest thousand.

Matters specifically considered in adjustment

None

of estimated amounts and determination of

appraisal value

5

This is an excerpt of the original content. To continue reading it, access the original document here.

Attachments

  • Original Link
  • Original Document
  • Permalink

Disclaimer

Nippon Building Fund Inc. published this content on 30 November 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 30 November 2021 06:20:10 UTC.