Notice Concerning Acquisition of Properties (Yamada Denki ... · System Co., Ltd. 2. Details of...

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Translation Purpose Only April 26, 2006 For Immediate Release United Urban Investment Corporation Yasuhiro Tanaka Executive Officer (Securities Code: 8960) Inquiries: Japan REIT Advisors Co., Ltd. Naoki Shibatsuji Chief Financial Officer TEL: +81-3-5402-3189 Notice Concerning Acquisition of Properties (Yamada Denki Tecc Land Sakai Honten and CLIO Bunkyo Koishikawa) United Urban Investment Corporation (“United Urban”) hereby announces its decision on April 26, 2006 to acquire properties as set forth below on April 28, 2006. Details 1. Acquisition of the Properties United Urban acquires properties as set forth below. No. Property Name Type of Use Location Acquisition Price Scheduled Acquisition Date A7 Yamada Denki Tecc Land Sakai Honten Retail Properties 5-1 Yashimocho 1-cho, Higashi-ku, Sakai-shi, Osaka ¥ 3,210 million (Note) April 28, 2006 D15 CLIO Bunkyo Koishikawa Residential Properties 1-13-9 Koishikawa, Bunkyo-ku, Tokyo ¥ 3,170 million April 28, 2006 (Note) The concerned acquisition price includes the acquisition price for land that United Urban plans to acquire from MK System Co., Ltd. 2. Details of Acquisition A: Yamada Denki Tecc Land Sakai Honten (1)Reason for the Acquisition In accordance with the fundamental asset-management policy and its investment approach prescribed in United Urban's Articles of Incorporation, United Urban will acquire a property for the purpose of expanding its portfolio of retail properties in the other regions (Kansai area). When taking the decision to acquire the property, the following aspects were appreciated.

Transcript of Notice Concerning Acquisition of Properties (Yamada Denki ... · System Co., Ltd. 2. Details of...

Page 1: Notice Concerning Acquisition of Properties (Yamada Denki ... · System Co., Ltd. 2. Details of Acquisition A: Yamada Denki Tecc Land Sakai Honten (1)Reason for the Acquisition In

Translation Purpose Only

April 26, 2006 For Immediate Release

United Urban Investment Corporation Yasuhiro Tanaka

Executive Officer (Securities Code: 8960)

Inquiries:

Japan REIT Advisors Co., Ltd. Naoki Shibatsuji

Chief Financial Officer TEL: +81-3-5402-3189

Notice Concerning Acquisition of Properties (Yamada Denki Tecc Land Sakai Honten and CLIO Bunkyo Koishikawa)

United Urban Investment Corporation (“United Urban”) hereby announces its decision on April 26, 2006 to acquire properties as set forth below on April 28, 2006.

Details 1. Acquisition of the Properties United Urban acquires properties as set forth below.

No. Property Name Type of Use Location Acquisition Price

Scheduled Acquisition

Date

A7 Yamada Denki Tecc Land Sakai Honten

Retail Properties

5-1 Yashimocho 1-cho, Higashi-ku, Sakai-shi, Osaka

¥ 3,210 million (Note) April 28, 2006

D15 CLIO Bunkyo Koishikawa ResidentialProperties

1-13-9 Koishikawa, Bunkyo-ku, Tokyo ¥ 3,170 million April 28, 2006

(Note) The concerned acquisition price includes the acquisition price for land that United Urban plans to acquire from MK System Co., Ltd.

2. Details of Acquisition

A: Yamada Denki Tecc Land Sakai Honten (1)Reason for the Acquisition

In accordance with the fundamental asset-management policy and its investment approach prescribed in United Urban's Articles of Incorporation, United Urban will acquire a property for the purpose of expanding its portfolio of retail properties in the other regions (Kansai area). When taking the decision to acquire the property, the following aspects were appreciated.

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1. Location This property borders the highway Prefectural Road #2, Osaka Central Loop Road, which has six lanes in each direction. The property is a roadside retail property with excellent visibility. The property is next to an intersection where U-turns are allowed and the parking stalls on the premises are all ground level, giving the property excellent access by automobile. The property has a location that can be expected to draw customers from a broad area thanks to the trade area which forms with nearby roadside retail properties including those of both the same and different industries.

2. Tenants, etc.

This property has a long-term lease agreement with Yamada Denki Co., Ltd, which is listed on the First Section of the Tokyo Stock Exchange. The company is expected to continue using them, and thus occupancy ratio is projected to be stable.

(2) Summary of Acquisitions (Planned)

1. Acquired Assets Real estate 2. Name of Acquired Assets Yamada Denki Tecc Land Sakai Honten 3. Acquisition Prices ¥ 3,210 million

(excluding acquisition costs, property tax, city planning tax and consumption tax etc.)

4. Scheduled Date of Agreements April 28 , 2006 (conclusion of the sell and purchase agreements of real estate)

5. Scheduled Date of Acquisitions April 28, 2006 (transfer of the ownership) 6. Seller Makino Construction Co., Ltd.

MK System Co., Ltd (Note) 7. Financing Cash on hand and Debt financing (Planned)

(Note) United Urban plans to acquire 75.84m2 of land related to this property from MK System Co., Ltd.

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(3)Outline of Properties to be Acquired

Property Name Yamada Denki Tecc Land Sakai Honten Type of Acquired Asset Real estate

Scheduled Date of Acquisition April 28, 2006 Location 5-1 Yashimocho 1-cho, Higashi-ku, Sakai-shi, Osaka Access 2km from Takaminosato Station (Kintetsu Minami Osaka Line)

Use Retail Properties Land 10,702,86 ㎡ (Note 1) Site Area

(Registered) Building 8,637.63 ㎡ Structure S 3F

Type of Ownership Land: Proprietary Ownership Building: Proprietary Ownership

Completion Date May 2002 (Registered) Acquisition Price ¥ 3,210 million (excluding acquisition costs, property tax, city

planning tax and consumption tax etc.) (Note 1) Appraisal Method Appraisal by Japan Real Estate Institute (Note 1) Appraisal Value ¥ 3,210 million

Probable Maximum Loss 8 % Collateral None

Special Instructions United Urban has not acquired border confirmations regarding borders between this property and the road to the southeast thereof (owned by Sakai City) and the land around the land United Urban is acquiring from MK System that lies at the eastern edge of this property (also owned by Sakai City). However, the seller is planning to obtain the border confirmation by June 30, 2006 under its responsibility and burden. The permit for displaying and installing outside advertising that is installed on this property has expired, but the seller will obtain under its own responsibility and burden the permits required to display and install such advertising by June 30, 2006. In addition, an inspection certification has not been obtained for the advertising tower (built object) installed on the property and the seller again will obtain an inspection certificate under its own responsibility and burden by June 30, 2006.

Number of Tenants 1 Major Tenant Yamada Denki Co., Ltd Estimated Annual Rental Revenues (Note 2)

-

Estimated Annual NOI (Note 3) 189 million

Total Leasable Floor Space (Note 4) 8,637.63 ㎡

Total Leased Floor Space (Note 4) 8,637.63 ㎡

Tenant Details

Occupancy Ratio (Note 5) 100 %

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(Notes)

1. The concerned figures include the area, acquisition price and appraisal value of the land United Urban is scheduled to acquire from MK System.

2. Due to unavoidable circumstances, “Estimated Annual Rental Revenues” for the property is not disclosed. 3. NOI stands for net operating income and is the value arrived at by subtracting the leasing business expense total

from the total leasing business income related to the property. “Estimated Annual NOI” is the assumed annual figure after special factors of the first year after acquisition are subtracted and is calculated based on the following premises. a. Revenues are based on a premise of 100% occupancy. b. The same values as fiscal 2005 are assumed for the property and other taxes.

4. “Total Leasable Floor Space” and “Total Leased Floor Space” are figures of space subject to lease, which is stated on the lease agreement as set forth above. The figures are area of a building which is registered.

5. “Occupancy Ratio” is the percentage obtained from dividing “Total Leased Floor Space” by “Total Leasable Floor Space”.

In addition, “Owner”, “Architect”, “Constructor”, “Structural Strength Calculator” and “Building Inspection Agency” are as set forth below.

Property No. Owner Architect Constructor Structural Strength

Calculator

Building Inspection

Agency

A6 Makino Construction Co., Ltd. DS Design Co., Ltd. Makino Construction

Co., Ltd. Komori Architectural

Design Room Sakai City

None of the above owner, architect, constructor or building inspection agency was included in the list of owners, architects, constructors and building inspection agencies of properties whose structural calculation statements were falsified as of March 29, 2006, as announced by the Ministry of Land, Infrastructure and Transport.

(4)Seller Profile Company Name Makino Construction Co., Ltd

Head Office Address 337-6 Mashitomi, Kasukabe-shi, Saitama Representative Yutaka Makino

Capital ¥ 80 million Principal Business Construction Business

Relationship with United Urban None

Company Name MK System Co., Ltd.

Head Office Address Dainisyotetsu Building 5-A, 2-24-4 Hatchobori, Chuo-ku, Tokyo

Representative Yutaka Makino Capital ¥ 10 million

Principal Business Construction Business Relationship with United Urban None

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(5)Transactions with Related Parties

Property Management Company: Tozai Asset Management K.K. (“Tozai”)

Tozai is an affiliate company of Trinity Investment Trust L.L.C. (“Trinity”), which is a shareholder (owning 44%) of Japan REIT Advisors Co., Ltd (“JRA”), an asset management company of United Urban. Tozai is a related party of JRA under the Law Concerning Investment Trusts and Investment Corporations of Japan. Therefore Tozai falls in the “Sponsor/Stakeholder” category under the asset management company’s self-imposed rules (rules for conflict of interest), and is abiding by the predetermined limitations and procedures.

Broker: Marubeni Corporation (“Marubeni”) Marubeni is a shareholder (owning 41%) of JRA, an asset management company of United Urban, and thus falls in the “Sponsor/Stakeholder” category under the asset management company’s self-imposed rules (rules for conflict of interest). Marubeni therefore is abiding by the predetermined limitations and procedures. Nevertheless, Marubeni is different from “Related Parties” under the Law Concerning Investment Trusts and Investment Corporations of Japan. Concerning the acquisition of the property, United Urban will pay Marubeni 32 million yen (consumption tax is separately added) as a brokerage commission.

(6)Acquisition Schedule April 28, 2006: Conclusion of the sell and purchase agreements of real estate April 28, 2006: Transfer of the ownership

B: CLIO Bunkyo Koishikawa

(1)Reason for the Acquisition In accordance with the fundamental asset-management policy and its investment approach prescribed in United Urban's Articles of Incorporation, United Urban will acquire this property for the purpose of expanding its portfolio of residential properties in the 23 wards of Tokyo. When taking the decision to acquire the properties, the following aspects were appreciated.

1. Location

This property enjoys an excellent location with good access to mass transit. It is only a five-minute walk from Kasuga Station on the Toei Subway Mita and Oedo Lines and from the Korakuen Station on the Tokyo Metro Namboku and Marunouchi Lines. United Urban anticipates broad rental demand from singles to families due to the excellent convenience for work and school commutes.

2. Tenants, etc. Master lease agreement with no rental guarantee has been concluded with Mitsui Fudosan Housing Lease Co., Ltd. The number of end tenants is 91 units as of March 31, 2006.

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(2) Summary of Acquisition

1. Acquired Asset Trust beneficial interest in real estate 2. Name of Acquired Asset CLIO Bunkyo Koishikawa 3. Acquisition Price ¥ 3,170 million

(excluding acquisition costs, property tax, city planning tax and consumption tax etc.)

4. Date of Agreement April 28, 2006 (conclusion of the sell and purchase agreement of trust beneficial interest)

5. Scheduled Date of Acquisition April 28, 2006 (transfer of the trust beneficial interest) 6. Seller MG Leasing Corporation 7. Financing Cash on hand and Debt Financing

(3)Outline of Properties to be Acquired

Property Name CLIO Bunkyo Koishikawa Type of Acquired Asset Trust beneficial interest in real estate

Asset Custodian Mizuho Trust & Banking Co., Ltd. Period of Trust Agreement From March 18, 2005 to March 31, 2015

Scheduled Date of Acquisition April 28, 2006 Location 1-13-9 Koishikawa, Bunkyo-ku, Tokyo Access a 3 minutes walk from Kasuga Station (Toei Mita Line and Oedo

Line) a 5 minutes walk from Korakuen Station (Tokyo Metro Namboku Line and Marunouchi Line)

Use Residential Properties (98 rooms) (Note 1) Land 814.54 ㎡ Site Area

(Registered) Building 5,871.77 ㎡ (Note 2) Structure SRC B1/15F

Type of Ownership Land: Proprietary Ownership (Site Rights) Building: Compartmentalized Proprietary Ownership

Completion Date March 2005 Acquisition Price ¥ 3,170 million Appraisal Method Appraisal by Japan Real Estate Institute Appraisal Value ¥ 3,200 million

Probable Maximum Loss 14.5 % Collateral None

Special Instructions None Number of Tenants 1 Major Tenant Mitsui Fudosan Housing Lease Co., Ltd. Estimated Annual Rental Revenues (Note 3)

¥ 193 million

Total Leasable Floor Space (Note 4) 4,097.51 ㎡ Total Leased Floor Space (Note 5) 4,097.51 ㎡

Tenant Details

Occupancy Ratio (Note 5) 100 %

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(Note) 1. This is the number of units in the building as a whole. The building does include sectional ownership units United

Urban does not acquire (manager’s office: 1 unit, residences of parties cooperating with the project: 2 units, and stores of parties cooperating with the project: 4 units).

2. The area indicated is the registered area for the entire building. The dedicated building area to be acquired and sectionally owned by United Urban amounts to 3,884.39m2 (area of dedicated area registered) and this is equivalent to 92.28% of the entire dedicated area for the sectionally owned building.

3. “Estimated Annual Rental Revenues” is the monthly rent as of March 31, 2006 provided by seller (including rental revenues, common area charges, parking revenues and other revenues; not including consumption taxes) multiplied by 12. The figure is rounded to the nearest millions yen.

4. “Total Leasable Floor Space” is figure of space stated in a monthly report prepared by Mitsui Fudosan Housing Lease Co., Ltd.

5. “Occupancy Ratio” is the percentage obtained from dividing “Total Leased Floor Space” by “Total Leasable Floor Space”. In addition, master lease agreement with no rental guaranteed has been concluded with regard to this property. Accordingly, “Total Leased Floor Space” is stated as the area subleased by the leases as of March 31, 2006.

In addition, “Owner”, “Architect”, “Constructor”, “Structural Strength Calculator” and “Building Inspection Agency” are as set forth below.

Property No.

Owner Architect Constructor Structural Strength

Calculator Building Inspection

Agency

D15 Meiwa Estate

Company Limited Ishibashi Architect

Co., Ltd. Asunaro Aoki

Construction Co., Ltd.Atlas Sekkei

Co., Ltd. Bureau Veritas Japan Co., Ltd.

None of the above owner, architect, constructor or structural strength calculator was included in the list of owners, architects, and constructors of properties whose structural calculation statements were falsified as of March 27, 2006, as announced by the Ministry of Land, Infrastructure and Transport. However, the building inspection agency, Bureau Veritas Japan Co., Ltd. was announced as having been involved in the properties whose structural calculation statements were falsified. United Urban has requested a specialized third-party institution to reconfirm the structural calculation statements of this property, and it has been reported that the structural safety was confirmed by comparing the members’ cross-sections of the structural calculation statements and those of structural drawings of this property and by confirming the method of structural calculation and earthquake resisting performance, and so forth. The report provided no indication from which United Urban could suspect a problem.

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(4) Seller Profile Company Name MG Leasing Corporation

Head Office Address 1-1 Hitotsubashi 2-chome, Chiyoda-ku, Tokyo Representative Masafumi Numoto, President

Capital ¥ 1,575 million (As of March 13, 2006) Principal Business General Leasing and Related Business

Relationship with United Urban MG Leasing Corporation accepts an investment (25%) from Marubeni Corporation (“Marubeni”), which is a shareholder (owning 41%) of Japan REIT Advisors (“JRA”), an asset management company of United Urban. MG Leasing Corporation is different from “Related Parties” of JRA under the Law Concerning Investment Trusts and Investment Corporations of Japan, and doesn’t fall in “Sponsor/Stakeholder” category under the asset management company’s self-imposed rule.

(5)Transactions with Related Parties

Broker: Marubeni Corporation “Marubeni” is a shareholder (owning 41%) of JRA, an asset management company of United Urban, and thus falls in the “Sponsor/Stakeholder” category under the asset management company’s self-imposed rules (rules for conflict of interest). Marubeni therefore is abiding by the predetermined limitations and procedures. Nevertheless, Marubeni is different from “Related Parties” under the Law Concerning Investment Trusts and Investment Corporations of Japan. Concerning the acquisition of the property, United Urban will pay Marubeni 95.1 million yen (consumption tax is separately added) as a brokerage commission.

(6)Acquisition Schedule

April 28, 2006: Conclusion of the sell and purchase agreement of trust beneficial interest April 28, 2006: Transfer of the trust beneficial interest

3. Outlook of Operating Condition

There are no revisions on the United Urban’s forecasts of financial results for the fiscal periods ending May 2006 and November 2006.

【Attached Materials】

1. Revenue and Expense Forecast from the Property 2. Portfolio after Acquisition 3. Photo

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Reference Material 1: Estimated Revenues and Expenses from the Property A: Yamada Denki Tecc Land Sakai Honten

Revenue and Expense Forecast from the Property (Yearly) (Millions of yen)

(A) Operating Revenues (Note)

Rental revenues and common area charges (Note)

Others (Note)

(B) Operating Expenses (Note)

Property and other taxes (Note)

Property management fees (Note)

Utilities expenses (Note)

Casualty insurance (Note)

Repairs and maintenance (Note)

Other rental expenses (Note)

(C) Profit (A) - (B) 189 (Note) Revenues and expenses from the leasing business for this property are not disclosed due to unavoidable

circumstances.

B: CLIO Bunkyo Koishikawa

Revenue and Expense Forecast from the Property (Yearly) (Millions of yen)

(A) Operating Revenues 195

Rental revenues and common area charges 183

Others 12

(B) Operating Expenses 33

Property and other taxes 12

Property management fees 11

Utilities expenses 0

Casualty insurance 1

Repairs and maintenance 2

Other rental expenses 7

(C) Profit (A) - (B) 162 Revenue and expense forecast assumptions 1. The revenue and expense figures above are estimated annual figures after excluding extraordinary factors

during the fiscal year in which the acquisition is made. (They are not forecast values for this term or next term.)

2. Revenues are premised on an occupancy ratio of 95%. 3. “Property management fees” include “Repair and maintenance reserve” of 5 million yen paid to management

association of this property.

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Reference Material 2

Portfolio after Acquisitions (As of April 28, 2006)

No. Type Name of Property Acquisition Date

Acquisition Price (Millions of yen)

(Note)

Share in total acquisition price (%)

Share in type

(%) A1 Daiei Himonya Dec. 25, 2003 15,300 10.1%

A2 Joy Park Izumigaoka Dec. 22, 2003 6,770 4.5%

A3 Daimaru Peacock Ashiya-Kawanishi Ten Dec. 22, 2003 769 0.5%

A4 Re-LAND Shopping Center Sep. 17, 2004 5,200 3.4%

A5 Diamond City Value Dec. 3, 2004 11,100 7.3%

A6 TENJIN LUCE Apr.14 , 2006 6,500 4.3%

A7

Retail Properties

Yamada Denki Tecc Land Sakai Honten Apr. 28, 2006 3,210 2.1%

32.2%

B1 T&G Hamamatsu-Cho Building Dec. 26, 2003 2,257 1.5%

B2 SK Nagoya Building Dec. 26, 2003 5,400 3.6%

B3 Fukuoka Eatheon Building Dec. 26, 2003 2,080 1.4%

B4 Marumasu Koujimachi Building Mar. 29, 2004 2,350 1.5%

B5 Rokuban-Cho K Building Mar. 30, 2004 2,150 1.4%

B6 Shin-Osaka Central Tower (office portion) Dec. 2, 2004 14,279 9.4%

B7

Office Buildings

Kawasaki Toshiba Building Dec. 20, 2004 19,200 12.7%

31.4%

C1 Shinjuku Washington Hotel-Honkan Dec. 22, 2003 21,100 13.9%

(B6) Shin-Osaka Central Tower (hotel portion) Dec. 2, 2004 9,721 6.4%

C2

Hotels

Toyoko Inn Shinagawa-Eki Takanawaguchi Feb. 18, 2005 1,884 1.2%

21.6%

D1 T&G Higashi-Ikebukuro Mansion Dec. 26, 2003 2,021 1.3%

D2 T&G Yotsuya Mansion Dec. 26, 2003 1,355 0.9%

D3 Excellia Magome Dec. 26, 2003 697 0.5%

D4 Komazawa Court Dec. 26, 2003 1,680 1.1%

D5 Ropponmatsu Court Dec. 26, 2003 757 0.5%

D6 Sky Court Shiba-Daimon Oct. 15, 2004 1,175 0.8%

D7 Maison Ukima Oct. 26, 2004 3,530 2.3%

D8 Narashino Residence Oct. 26, 2004 1,140 0.8%

D9 Aprile Shin-Ohgi Ichibankan Apr. 13, 2005 3,031 2.0%

D10 UUR Court Sapporo Kitasanjo Mar. 16, 2006 1,278 0.8%

D11 Soga Dormitory Feb. 8, 2006 620 0.4%

D12 Higashikurume Dormitory Shinkan Feb. 8, 2006 480 0.3%

D13 Nanzan Court Ichigoukan Mar. 30, 2006 1,070 0.7%

D14 Nanzan Court Nigoukan Mar. 30, 2006 450 0.3%

D15

Residential Properties

CLIO Bunkyo Koishikawa Apr. 28, 2006 3,170 2.1%

14.8%

Total 151,723 100% 100%

(Note) The acquisition prices above are rounded to the nearest one million yen.

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Reference Material 3

A: Yamada Denki Tecc Land Sakai Honten 【Photo】

B: CLIO Bunkyo Koishikawa 【Photo】