JAPAN EXCELLENT, INC. For Immediate Release
For Translation Purposes Only
June 29, 2023
Japan Excellent, Inc. (TSE: 8987)
Shuichiro Kayama, Executive Director
Asset Management Company:
Japan Excellent Asset Management Co., Ltd.
Representative:
Shuichiro Kayama, President
Contact:
Kazue Horikawa
General Manager, Corporate Planning Dept.
TEL: +81-3-5412-7911
Notice Concerning Acquisition and Transfer of Domestic Real Estate Trust Beneficiary Rights (Acquisition of BIZCORE TSUKIJI, Transfer of Kowa Kawasaki Nishiguchi Building and JEI Kyobashi Building)
Japan Excellent, Inc. (hereinafter "JEI") hereby announces that Japan Excellent Asset Management Co., Ltd. (hereinafter "JEAM"), to which JEI entrusts asset management, today decided to acquire and transfer assets (domestic real estate trust beneficiary rights) (hereinafter collectively referred to as the "Transaction") as described below.
1. Summary of the Transaction
(1) Property to be Acquired
1) Property Name | BIZCORE TSUKIJI | |
2) | Property to be Acquired | Trust beneficiary rights in real estate |
3) | Planned Acquisition Price (Note 1) | ¥9,800 million |
4) | Date of Execution of Purchase | June 30, 2023 |
Agreement (planned) | ||
5) | Acquisition Date (planned) | July 4, 2023 |
6) | Seller | Nippon Steel Kowa Real Estate Co., Ltd. (Note 2) |
7) | Use of Broker | No |
8) | Funding for Acquisition | Own funds (Note 3) |
9) Payment Method | Lump-sum payment upon delivery | |
(Note 1) "Planned Acquisition Price" does not include consumption tax, local consumption tax or fees required for the acquisition.
(Note 2) An overview of the seller is as stated in "3. Details of the Acquisition / (4) Details of Seller" below.
(Note 3) A part of the proceeds from the transfer of "(2) Property to be Transferred (A)" and "(3) Property to be Transferred (B) will be allocated as own funds.
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(2) Property to be Transferred (A)
1) | Property Name | Kowa Kawasaki Nishiguchi Building |
2) | Property to be Transferred | Trust beneficiary rights in real estate |
3) | Planned Transfer Value (Note 1) | ¥16,050 million (quasi co-ownership 65.0% (Note 2)) |
4) | Book Value (Note 3) (Note 4) | ¥18,796 million |
5) | Difference Between Planned | |
Transfer Value and Book Value | -¥2,746 million | |
3) - 4) (Note 3) (Note 5) | ||
6) | Date of Execution of Transfer | June 30, 2023 |
Agreement (planned) | ||
7) | Transfer Date (planned) | June 30, 2023 |
8) | Payment Date (planned) | June 30, 2023 |
9) | Transferee | Nippon Steel Kowa Real Estate Co., Ltd. (Note 6) |
10) Use of Broker | None | |
(Note 1) "Planned Transfer Value" does not include fees related to the transfer, the JEI share of the real estate tax and city planning tax, the consumption tax or the local consumption tax.
(Note 2) All of the quasi co-ownership owned by JEI.
(Note 3) Amounts are rounded down to the nearest million yen.
(Note 4) "Book Value" indicates the book value as of December 31, 2022.
(Note 5) These are reference figures calculated as the difference between planned transfer value and the book value as of December 31, 2022 and differ from gain (loss) on transfer in accounting.
(Note 6) An overview of the transferee is as stated in "4. Details of the Transfer / (1) Property to be Transferred (A) / 2) Details of Transferee" below.
(3) Property to be Transferred (B)
1) | Property Name | JEI Kyobashi Building | ||
2) | Property to be Transferred | Trust beneficiary rights in real estate | ||
¥6,300 million | ||||
3) | Planned Transfer Value (Note 1) | |||
¥5,040 million | ¥1,260 million | |||
(quasi co-ownership 80%) | (quasi co-ownership 20%) | |||
4) | Book Value (Note 2) (Note 3) | ¥2,688 million | ||
5) | Difference Between Planned | |||
Transfer Value and Book Value | ¥3,611 million | |||
3) - 4) (Note 2) (Note 4) | ||||
6) | Date of Execution of Transfer | June 30, 2023 | ||
Agreement (planned) | ||||
7) | Transfer Date (planned) | June 30, 2023 | January 22, 2024 | |
8) | Payment Date (planned) | June 30, 2023 | January 22, 2024 | |
9) | Transferee | The details are not disclosed as consent for disclosure has not been | ||
obtained from the transferee (Note 5) | ||||
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10) Use of Broker
Yes (Nippon Steel Kowa Real Estate Co., Ltd.)
(Note 1) "Planned Transfer Value" does not include fees related to the transfer, the JEI share of the real estate tax and city planning tax, the consumption tax or the local consumption tax.
(Note 2) Amounts are rounded down to the nearest million yen.
(Note 3) "Book Value" indicates the book value as of December 31, 2022.
(Note 4) These are reference figures calculated as the difference between planned transfer value and the book value as of December 31, 2022 and differ from gain (loss) on transfer in accounting.
(Note 5) An overview of the transferee is as stated in "4. Details of the Transfer / (2) Property to be Transferred (B) / 2) Details of Transferee" below.
2. Background of the Transaction
The BIZCORE series developed by Nippon Steel Kowa Real Estate Co., Ltd., a core sponsor of JEI, consists of medium-sized,high-grade office buildings that are competitive in terms of location and specifications. JEI positions the BIZCORE series as an ongoing pipeline from the company. continuous pipeline from Nippon Steel Kowa Real Estate Co., Ltd. Acquisition of the property to be transferred follows BIZCORE AKASAKA- MITSUKE, BIZCORE JIMBOCHO and BIZCORE SHIBUYA to mark JEI's fourth acquisition from the series. For aspects that JEI recognized upon deciding the acquisition, please refer to "(1) Evaluation of Property to be Acquired" in "3. Details of the Acquisition" below.
Furthermore, of the properties to be transferred, Kowa Kawasaki Nishiguchi Building has had a low occupancy rate for a prolonged period, and has continued to have an unrealized loss. We have considered all possible measures including sale until now, but selection of a buyer was difficult due to the deterioration of the office market conditions in the area around Kawasaki Station. As a result of consideration, a decision was made to utilize the sponsor support to transfer it to Nippon Steel Kowa Real Estate Co., Ltd., which is the core sponsor. As this is expected to cause a loss on transfer, a decision was made to transfer the JEI Kyobashi Building, which has a high building age and is expected to require a large amount of expenditure for work in future, to offset the gain on transfer against the loss on transfer of the Kowa Kawasaki Nishiguchi Building and allocate the remainder to distribution resources. In addition to BIZCORE TSUKIJI mentioned above, we will consider further property acquisitions as replacement properties for the two properties to be transferred.
3. Details of the Acquisition
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Evaluation of Property to be Acquired A Location
The property to be acquired is a 3-minute walk from Tsukiji Station on the Tokyo Metro Hibiya Line, a 4-minute walk from the Tsukijishijo Station on the Toei Oedo Line, a 5-minute walk from Higashi-ginza Station on the Tokyo Metro Hibiya Line and the Toei Asakusa Line, offering access via many lines and stations, and is also located on Shin-Ohashi Dori, offering high traffic accessibility and visibility.
Furthermore, it is believed that future office demand in the Tsukiji area will be solid such as there being plans for a major redevelopment of the former site of the Tsukiji Market in the proximity of the property to be acquired, including the establishment of traffic infrastructure points and large-scale attractions.
- Building Facilities
The property to be acquired is designed as a property constituting part of the BIZCORE series of
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medium-sized,high-grade office buildings developed by Nippon Steel Kowa Real Estate Co., Ltd., and equipped with specifications equivalent to most modern large office buildings.
The property is equipped with an advanced office environment combined with superb seismic and business continuity capacity, including rental spaces equipped with a ceiling height of 2,800 mm on standard floors (with OA floor of 100 mm), grid-type system ceiling, office floor area of approximately 200 tsubo, floor load capacity of 500 kg/m2, power outlet capacity of 60 VA/m2 (expandable to 75 VA/m2), an individual air-conditioning system (16 zones), as well as an emergency supply warehouse, in addition to emergency power supply for up to 36 hours. In addition, the property is a green building certified as S rank in the CASBEE Certification for Buildings (Note).
(Note) CASBEE (Comprehensive Assessment System for Built Environment Efficiency) is a system for comprehensively assessing and ranking the environmental performance of buildings with regard to aspects such as the enhancement of environmental quality and performance including indoor comfort and consideration for the landscape, in addition to the aspect of environmental consideration such as energy-saving and the use of materials and equipment with a lower environmental burden. CASBEE for Real Estate Certification is rated on four scales consisting of rank S, rank A, rank B+, and rank B for buildings where one year or more has elapsed since completion.
(2) Details of Property to be Acquired
Property Name | BIZCORE TSUKIJI | ||
Type of Specified Asset (Note 1) | Trust beneficiary rights in real estate | ||
Trustee | Mizuho Trust & Banking Co., Ltd. (planned) | ||
Trust Establishment Date | July 4, 2023 (planned) | ||
Location | Lot Number (Note 2) | 4-4-3 Tsukiji, Chuo-ku | |
Address | 4-6-4, Tsukiji, Chuo-ku, Tokyo | ||
Use (Note 2) | Office, parking and retail | ||
Area | Land (Note 3) | 983.96 m2 | |
Building (Note 4) | 6,728.37 m2 | ||
Structure (Note 2) | S, SRC, flat roof, 8 stories with 1 basement floor | ||
Completion Date (Note 2) | July 18, 2019 | ||
Building Designer | Toda Corporation First-Class Architect Office | ||
Constructor | Toda Corporation Tokyo Branch | ||
Building Certification Agency | The Building Center of Japan | ||
Type of | Land | Ownership | |
Ownership (Note 5) | |||
Building | Ownership | ||
Appraisal Value | ¥10,200 million | ||
Appraisal Date | June 1, 2023 | ||
Appraiser | Japan Real Estate Institute | ||
PML | 5.0% (Based on the Building Survey Report on PML Assessment | ||
prepared by Sompo Risk Management Inc.) | |||
Collateral | None | ||
Property Management Company (Note 6) | Nippon Steel Kowa Real Estate Co., Ltd. |
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Master Lease Company (Note 7) | Nippon Steel Kowa Real Estate Co., Ltd. |
Other Relevant Information | None |
(Note 1) Type of the property to be acquired. A real estate disposal trust agreement with the property to be acquired as the principal trust property is planned to be executed between the seller and the trustee on the scheduled acquisition date.
(Note 2) The descriptions of "Lot Number," "Use," "Structure," and "Completion Date" are based on the indications on the registration record. (Note 3) The total land area in the registration record is indicated.
(Note 4) The total floor area in the registration record is indicated.
(Note 5) "Type of Ownership" indicates the type of interest held by the trustee of the property to be acquired.
(Note 6) The property management company to which JEI plans to entrust the property after the acquisition by JEI is indicated.
(Note 7) The master lease company to which JEI plans to lease the property after the acquisition by JEI is indicated. A pass-through type master lease agreement will be concluded.
(3) Tenant Details
Leasable Floor Space (Note 1) | 4,829.68 m2 | ||||
Leased Floor Space (Note 1) (Note 2) | 4,829.68 m2 | ||||
Total Number of Tenants (Note 2) | 1 (1) | ||||
Monthly Rent (Note 3) | Not disclosed | ||||
Leaseholds and Security | Not disclosed | ||||
Deposits (Note 3) | |||||
December 31, | June 30, | December 31, | May 31, | ||
Occupancy Rates | 2021 | 2022 | 2022 | 2023 | |
100% | 100% | 100% | 100% | ||
(Note 1) "Leasable Floor Space" and "Leased Floor Space" are both calculated based on the status as of June 29, 2023, excluding parking, warehouse and other attached buildings and facilities.
(Note 2) The total number of tenants is one because a master lease agreement in which the master lease company is the lessee will be concluded with the master lease company, and the total number of end tenants is stated in parentheses. Furthermore, "Leased Floor Space" states the leasable area that is already subject to a lease agreement between the seller and the end tenant as of June 29, 2023.
(Note 3) "Monthly Rent" and "Leaseholds and Security Deposits" are not disclosed because the consent of the end tenant has not been obtained.
(4) Details of Seller
Company Name | Nippon Steel Kowa Real Estate Co., Ltd. | ||
Location | 1-8-1 Akasaka, Minato-ku, Tokyo | ||
Name and Title of | Masahiro Miwa, President and CEO | ||
Representative | |||
Capital | ¥19,824 million (as of September 30, 2022) | ||
Net Assets | ¥245,076 million (as of September 30, 2022) | ||
Total Assets | ¥1,005,214 million (as of September 30, 2022) | ||
Main Business | Real Estate | ||
Established | March 24, 1997 | ||
Nippon Steel Corporation | |||
Major Shareholders | ML Estate Company, Limited | ||
The Dai-ichi Life Insurance Company, Limited | |||
Nippon Life Insurance Company | |||
Relationships between | Capital | As of March 31, 2023, the seller holds 134,427 units of | |
Relationship | JEI's investment units (10.0% of the total number of | ||
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Japan Excellent Inc. published this content on 29 June 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 29 June 2023 06:36:07 UTC.
