Japan Retail Fund Investment Corporation (Tokyo Stock Exchange Company Code: 8953) News Release September 12, 2013

Transcription

1 Japan Retail Fund Investment Corporation (Tokyo Stock Exchange Company Code: 8953) News Release September 12, Notice Concerning Debt Financing (New Debt Financing and Refinancing) Japan Retail Fund Investment Corporation (TSE: 8953) announced today debt financing (new debt financing and refinancing), as outlined below. 1. New debt financing (totaling 31,000 ) (1) Description of new debt Lender (Note 1), of UFJ, Ltd. Longest among J-REIT (Note 2) 15 years TIBOR) +0.90% (Note 4) October 6, years April 5, years TIBOR) +0.48% (Note 4) October 6, UFJ, Ltd. 10 years October 6, 3, years TIBOR) +0.43% (Note 4) Sumitomo Mitsui Banking Corporation 2, years 9 years TIBOR) +0.40% (Note 4) 2022 Mizuho Bank, Ltd. 9 years TIBOR) +0.40% (Note 4) 2022 New financing source Mizuho Trust & Banking Co., Ltd. 9 years TIBOR) +0.40% (Note 4) 2022 The Yamaguchi Bank Ltd. 8 years 2021 New financing source THE NISHI-NIPPON CITY BANK, LTD. 8 years TIBOR) +0.30% (Note 4) years TIBOR) +0.30% (Note 4)

2 Lender Shinkin Central Bank New financing source The Norinchukin Bank The Joyo Bank, Ltd. The Bank of Fukuoka, Ltd. The 77 Bank, Ltd. Total / Average remaining period 4,000 31,000 7 years 6.5 years 6.5 years 6 years 6 years 3 years Variable 8.0 years (Note 7) (Note 1) TIBOR) +0.20% (Note 4) TIBOR) +0.20% (Note 4) TIBOR) +0.18% (Note 4) TIBOR) +0.18% (Note 4) (JBA 1 month yen TIBOR) +0.30% (Note 6), of (Note 1) Interest payment s are the last days of March, June, September, and December and the of the (if such is not a business day, the immediately preceding business day). (Note 2) As of August 31,. Based on publicly disclosed information of each listed Japanese Real Estate Investment Trust ("J-REIT"). Although contracts are based on variable interest rates, we intend to enter into interest rate swap agreements to fix the interest rates on or before the anticipated s. (Note 4) applied to an interest calculation period is the 3 months Japanese yen TIBOR which the Japanese Bankers Association (JBA) releases two business days before the interest payment thereof. If the calculation period is less than three months, the base interest rate is calculated by the method stipulated in the contract. * You can find JBA yen TIBOR on the JBA website ( The interest rate will be determined before the anticipated based on the contracts d September 12, concerning this. We will make an announcement about the interest when it is determined. (Note 6) applied to an interest calculation period is the 1 month Japanese yen TIBOR which the Japanese Bankers Association (JBA) releases two business days before the interest payment thereof. If the calculation period is less than one month, the base interest rate is calculated by the method stipulated in the contract. * You can find JBA Japanese yen TIBOR on the JBA website ( (Note 7) Average period is calculated using the weighted average of the amounts. (2) Reasons for new debt financing As announced in the press release titled Japan Retail Fund Investment Corporation to Acquire 8 Properties in Japan d today, JRF will acquire 8 new properties (a total acquisition price of 73.6 billion) and for such acquisitions JRF will borrow new debt along with the issuance of new investment units (please refer to the press release titled Japan Retail Fund Investment Corporation to Issue New Investment Units and Conduct Secondary Offering of Investment Units d today). JRF intends to extend debt maturity and diversify s through the new debt financing of long-term s with a maximum period of 15 years, the longest among J-REIT as of August 31,, as mentioned in "(1) Description of new debt". In addition, JRF invites three new banks to strengthen bank formation for the purpose of diversifying financing sources and increasing future-fund capacity. 2

3 2. Refinancing (Total amount: 3,000 ) (1) Description of debt JRF will refinance the loan from which reaches maturity on September 30, ( period of five years, 3,000 yen) with the 9.5 years long-term s on the same. Lender 9.5 years (Note 1) (Note 2) September 30,, of (Note 1) Interest payment s are the last days of March, June, September, and December and the of the (if such is not a business day, the immediately preceding business day). (Note 2) The interest rate will be determined before the anticipated based on contract d September 12, concerning this. We will make an announcement about the interest rate when it is determined. (2) (Reference) Description of Lender 5 years Variable (Note 1) (Note 2) TIBOR) +0.70% September 30, 2008, of September 30, (Note 1) Interest payment s are the last days of March, June, September, and December and the of the (if such is not a business day, the immediately following business day, however, if that following business day falls into the following month, the preceding business day shall be the interest payment.) (Note 2) applied to an interest calculation period is 3 months yen TIBOR which the Japanese Bankers Association (JBA) releases two business days before the interest payment thereof. If the calculating term is less than three months, the base interest rate is calculated by the method stipulated in the contract. * You can find JBA yen TIBOR on JBA website ( (3) Reason for refinancing Extension of terms and fixation of the interest will be achieved through the debt refinancing. About JRF: JRF is the third largest listed J-REIT and the largest J-REIT to focus exclusively on retail properties. As of the of this release, JRF owns 76 properties containing approximately 3.0 square meters of leasable space. Please refer to our website at for further details. Contacts: For further information relating to this press release as well as JRF and Mitsubishi Corp.-UBS Realty Inc., its Asset Manager, please feel free to contact: Mr. Fuminori Imanishi (Telephone Number: ), Head of the Retail Division at Mitsubishi Corp.-UBS Realty Inc. Investor Relations: Telephone Number: jrf-8953.ir@mc-ubs.com This translation is for informational purposes only, and the Japanese language press release should be referred to as the original. 3

4 [Attachment] Reference 1. Status of interest bearing debt after new debt financing and refinancing () Before After Variation (Note) Short-term 11,200 11,200 0 Total short-term interest-bearing debt 11,200 11,200 0 Long-term 268, , ,000 Corporate bond 40,000 40,000 0 Total long-term interest-bearing debt 308, , ,000 Total interest bearing debt 319, , ,000 Tenant leasehold and security deposits from leaseholders (totaling approximately 62,000 ) are not included in the table above. In addition, long-term includes the current portion of long-term. 2. Status of LTV, long-term s ratio, average loan term remaining until maturity and average debt cost (Note 1) Depending on the actual aggregate issue price of the units in the offering (please refer to the press release titled Japan Retail Fund Investment Corporation to Issue New Investment Units and Conduct Secondary Offering of Investment Units d today), LTV ratio and LTV ratio excluding tenant leasehold and security deposit after the anticipated acquisitions may change and actual values may differ from those indicated in the above table. (Note 2) Please refer to the press release titled Japan Retail Fund Investment Corporation to Acquire 8 Properties in Japan d today. As of the end of each fiscal period except for the period after anticipated acquisitions. (Note 4) For calculation methodology for each parameter, please refer to "Calculation methodology for each parameter" 3. Diversification of s (Note 1) As of September 12,. (Note 2) The 3,000 yen loan reaching maturity during the fiscal period ending February 28, 2014 is to be extended through refinancing. 4

5 "Calculation methodology for each parameter" LTV ratio, "LTV ratio excluding tenant leasehold and security deposit", long-term s ratio, average loan term remaining until maturity, and average debt cost as of the end of February, (22nd fiscal period) are calculated by the following formulas (same formulas are used to calculate the data prior to the fiscal period ended August 31, 2012 by replacing the end of February, with the end of each fiscal period). LTV ratio = (short-term s + long-term s* + long-term bonds + tenant leasehold and security deposits, as of the end of February, (the end of 22nd fiscal period)) total assets (total liabilities + total net assets) as of the end of February, (the end of 22nd fiscal period) LTV ratio excluding tenant leasehold and security deposit = (short-term s + long-term s* + long-term bonds, as of the end of February, (the end of 22nd fiscal period)) total assets (total liabilities + total net assets) as of the end of February, (the end of 22nd fiscal period) Long-term s ratio = (long-term s* + long-term bonds+ tenant leasehold and security deposits, as of the end of February, (the end of 22nd fiscal period) (short-term s + long-term s* + long-term bonds + tenant leasehold and security deposits, as of the end of February, (the end of 22nd fiscal period) Average loan term remaining until maturity = weighted average of the periods remaining from the last day of each term until the maturity and maturity redemption s described in the loan agreements, calculated based on the balance of short-term s, long-term s*, long-term bonds and tenant security deposits as of the end of February, (or, in the case of loans with installment payments, the weighted average of the periods remaining until the due of each installment payment, as calculated based on the amount of each installment payment) Average debt cost = ((non-operating expenses amortization of unit issuance costs incurred during the 22nd fiscal period) / the number of operating days during each fiscal period) x 365 (average balance of short-term s + average balance of long-term s* + average balance of long-term bonds + average balance of tenant security deposits, during the 22nd fiscal period) * The current portion of long-term s are regarded as long-term s in calculations LTV ratio, "LTV ratio excluding tenant leasehold and security deposit", long-term s ratio, average loan term remaining until maturity and average debt cost after the anticipated acquisitions are calculated by the following formulas. LTV ratio = {(short-term s + long-term s* + long-term bonds + tenant leasehold and security deposits) as of the end of July scheduled installment payment of long-term s*** and tenant security deposits by the of the anticipated acquisitions ** + changes in long-term s* through expected new s*** and refinance of existing debt***, and expected new tenant leasehold and security deposits in connection with our anticipated acquisitions}(referred to as the "Interest-bearing Debt After Our Acquisitions (including tenant leasehold and security deposits)") {((total liabilities short-term s long-term s* long-term bonds tenant leasehold and security deposits) + total net assets (an estimate) as of the end of July ) + (Interest-bearing Debt After Our Acquisitions (including tenant leasehold and security deposits) + total proceeds from the issuance of new investment units****)} LTV ratio excluding tenant leasehold and security deposit = {(short-term s + long-term s* + long-term bonds) as of the end of July scheduled installment payment of long-term s*** by the of our anticipated acquisitions** + changes in long-term s* through expected new s*** and refinance of existing debt***} {((total liabilities short-term s long-term s* long-term bonds tenant leasehold and security deposits) + total net assets (an estimate) as of the end of July ) + (Interest-bearing Debt After Our Acquisitions (including tenant leasehold and security deposits) + total proceeds from the issuance of new investment units****)} Long-term s ratio = {( long-term s* + long-term bonds + tenant leasehold and security deposits) as of the end of July scheduled installment payment of long-term s*** and tenant security deposits by the of the anticipated acquisitions ** + changes in long-term s* through expected new s*** and refinance of existing debt***, and expected new tenant leasehold and security deposits in connection with our anticipated acquisitions}(referred to as the Long-term Borrowings After Our Acquisitions) (short-term s as of the end of July + "Long-term Borrowings After Our Acquisitions") Average loan term remaining until maturity= weighted average of the periods remaining from the of the anticipated acquisitions** until the maturity and maturity redemption s described in the loan agreements, calculated based on the balance of short-term s, long-term s*, long-term bonds, tenant security deposits (excluding schedule installment payment of long-term s*** and 5

6 tenant security deposits by the of the anticipated acquisitions), expected new s***, refinance of existing debt*** and expected new tenant security deposits in connection with the anticipated acquisitions (or, in the case of loans with installment payments, the weighted average of the periods remaining until the due of each installment payment, as calculated based on the amount of each installment payment) Average debt cost = (total annualized amount of interest payments and debt finance related fees of short-term s, long-term s*, long-term bonds and tenant security deposits based on the loan agreements and other relevant agreements, as of the anticipated acquisition ** for the anticipated acquisitions) (balance of total amount of debt as of the end of July based on the loan agreements (excluding scheduled installment payment of long-term s*** and tenant security deposits by the anticipated acquisition ** for the anticipated acquisitions) + expected new s***, refinance of existing debt***, and expected new tenant security deposits in connection with our anticipated acquisitions) To calculate average debt cost, we estimate variable interest rate based on 1-month TIBOR and 3-month TIBOR as of August 28, depending on terms. Also, we estimate the debt cost to be fixed through swap contracts with the six month yen/yen swap rate (ask-side from six years to fifteen years) based on LIBOR which Totan ICAP Co., Ltd. released at 10:00 a.m.(tokyo time) on August 28,. Abovementioned average debt cost is our current estimate. Actual average debt cost varies depending on various factors including the level of interest rate therefore it may not necessarily turn out to be equal to the estimate. * The current portion of long-term s are regarded as long-term s in calculations. ** The of the anticipated acquisitions is regarded as but it is subject to change. For the anticipated acquisitions, please refer to the press release titled "Japan Retail Fund Investment Corporation to Acquire 8 Properties in Japan" d today. *** New s, refinance of existing debt and the decrease in long-term s as a result of scheduled installment payment of long-term debt are 31.0 billion yen, 3.0 billion yen and 0.4 billion yen, respectively. **** Please refer to the press release titled Japan Retail Fund Investment Corporation to Issue New Investment Units and Conduct Secondary Offering of Investment Units d today for the issuance of new investment units. The total proceeds from the issuance of new investment units is based on the aggregate issue price of 38,594,000,000 yen from the issuance of new investment units (an estimated amount based on the closing price of our units traded in regular trading sessions on the Tokyo Stock Exchange as of August 28, ). If the aggregate issue price differs from the figure estimated, the actual total issue price of the units may vary. For example, if the aggregate issue price is lower than the figure estimated, our LTV ratio and LTV ratio excluding tenant leasehold and security deposit would be larger than the figures indicated in the table. On the other hand, if the actual issue price is larger than the estimated amount, our LTV ratio and LTV ratio excluding tenant leasehold and security deposit would be smaller than the figures indicated in the table. 6