Translation Purposes Only
June 25, 2021
For Immediate Release
Real Estate Investment Trust Securities Issuer
1-1-1 Akasaka, Minato-ku, TokyoXYMAX REIT Investment Corporation
Representative: Shotaro Kanemitsu, Executive Director(Securities Code: 3488)
Asset Management Company
XYMAX REAL ESTATE INVESTMENT ADVISORS
Corporation
Representative: Shotaro Kanemitsu,
Representative Director and President
Contact:
Tatsuya Nakayama,
Head of Business Planning Division
TEL: +81-3-5544-6880

Notice Concerning Acquisition of Domestic Trust Beneficiary Right in Real Estate and Acquisition ofDomestic Actual Real Estate and Leasing Thereof(“XYMAX Mita Building” and “The Park House Totsuka Front (the Retail Portions of 1st and 2nd
Floors)”)XYMAX REIT Investment Corporation (hereinafter “XYMAX REIT”) hereby announces that XYMAX REAL ESTATEINVESTMENT ADVISORS Corporation (hereinafter the “Asset Management Company”), the asset managementcompany to which XYMAX REIT entrusts the management of its assets, decided on June 25, 2021 to acquire thetrust beneficiary right in the following property and the actual real estate described in 1.(1) below (hereinafter the“Assets to Be Acquired”) and to conduct the leasing thereof.
Because XYMAX Corporation (hereinafter “XYAMAX”), who is the seller of “The Park House Tostuka Front (theRetail Portions of 1st and 2nd Floors)” is the parent company of Asset Management Company and falls under the
category of an interested party set forth in Paragraph 1 Article 201 of the Enforcement Order of the Act on
Investment Trusts and Investment Corporations (Act No. 198 of 1951, as amended) (hereinafter referred to as the“Investment Trust Act”) and Article 123 of the Act on Investment Trust and Investment Corporations (Cabinet
Order No. 480 of 2000, as amended thereafter), as well as an interested party set forth in the REIT Stakeholder
Transaction Management Rules, which are internal rules of Asset Management Company. Accordingly, in entering
into Sales and Purchase Agreement of “The Park House Totsuka Front (the Retail Portions of 1st and 2nd Floors)”,
Asset Management Company has conducted the required deliberations and resolutions in accordance with theprovisions of the Rules on the Management of Transactions of Interested Persons. In accordance with these Rules,
Asset Management Company has obtained XYMAX REIT’s approval at the Board of Directors meeting of XYMAXREIT held on June 25, 2021, based on its internal rules.

1.

Overview of the Acquisition(1) Assets to Be Acquired
Category

Propertyno.
(Note 1)

Office

OF-08

Retail

RT-05

Property nameXYMAX Mita
Building(Note5)
The Park House
Totsuka Front(the Retail

Location

Anticipatedacquisition
price(million yen)
(Note 2)

Appraisalvalue(millionyen)(Note 3)

Appraisal
NOI
yield(Note 4)

Minato-ku,
Tokyo

668

727

5.0%

None

Yokohamashi,
Kanagawa

540

622

5.5%

None

Existence ofintermediary:

CAUTIONS: This press release is a public statement of the acquisition and leasing of XYMAX REIT and is not intended to solicit
investments.

1

Portions of
1st and 2nd
Floors)Total / Average (2 Properties)

1,208

－

(2) Scheduled purchase and sale agreement date(3) Scheduled acquisition date(4) Sellers(5) Acquisition Funds(6) Settlement method

1,349

5.2%

－

: June 25, 2021
: July 1, 2021
: See “4. Profile of Seller” below.
: Borrowings (Note 6) and cash on hand
: Full payment upon settlement(Note 1) “Property no.” refers to the property codes and numbers according to the type of the asset held by XYMAX REIT. For each code,
OF represents Office, RT represents Retail, HT represents Hotel, and OT represents Other. The same shall apply hereinafter.
(Note 2) “Anticipated acquisition price” is the purchase price of the Assets to Be Acquired as set forth in the respective purchase andsale agreement. The purchase price does not include national and local consumption taxes nor acquisition costs and is rounded
down to the nearest million yen. The same shall apply hereinafter.
(Note 3) “Appraisal value” represents the appraised value as stated in the real estate appraisal report dated May 31, 2021, as appraisal
date. The appraisals were prepared by the Japan Real Estate Institute for the XYMAX Mita Building and by the Tanizawa Sogo
Appraisal Co., Ltd. for The Park House Totsuka Front (the Retail Portions of 1st and 2nd Floor).
(Note 4) “Appraisal NOI yield” is the ratio of appraisal NOI of Assets to Be Acquired to the anticipated acquisition price rounded off tothe first decimal place as a percentage. Appraisal NOI refers to net operating income calculated by deducting operating
expenses from operating revenue in the appraisal report and refers to revenue before depreciation is deducted. It is different
from NCF (net income, i.e. Net Cash Flow), which are calculated by adding investment gains on security deposits and deducting
capital expenditures from NOI. Appraisal NOI yield are figures calculated by Asset Management Company and are not figuresin the appraisal report. Actual figures may differ from those after the acquisition by XYMAX REIT.
(Note 5) As of today, the name of XYMAX Mita Building is “Dai-ni Futaba Building”, but since it is scheduled to be changed to the XYMAX
Mita Building after the acquisition by XYMAX REIT, the name after the change is stated in this document.
(Note 6) For more details, please refer to “Notice Concerning Borrowing of Funds” dated June 25, 2021.

2.

Reasons for the acquisition and leasing
XYMAX REIT has been growing steadily since the listing, and has adopted a policy of securing stable earnings
and realizing steady growth in assets under management from a medium-to long-term perspective throughvarious growth strategies such as internal growth and external growth.
Regarding external growth, XYMAX REIT will capture opportunities to sell properties by utilizing thecustomer base and information capabilities of the sponsor, XYMAX Group. At the same time, XYMAX REIT will
select properties where stable operations can be expected after acquisition by carefully analyzing theproperties based on various knowledge, know-how, and data related to real estate management accumulated
by XYMAX Group. XYMAX REIT will also adhere to an acquisition perspective that is conscious of the balance
between distribution growth and financial soundness.
The Assets to Be Acquired are properties owned by XYMAX or obtained sales information through XYMAXGroup's network, and the acquisitions will be made through privately negotiated transactions utilizing theinformation capabilities of XYMAX Group in both properties. In addition, XYMAX Mita Building is anacquisition through initiatives that utilize the so-called "bridge scheme" (Note) to realize flexible timing ofacquisitions by exercising the preferential negotiation rights held by the Asset Management Company, andhave the opportunity to acquire properties after decreasing the acquisition price to a certain extent dependingon the timing of acquisition.
XYMAX REIT has determined that the Assets to Be Acquired can be expected to be stably managed over the
medium to long term, taking into consideration the following points. XYMAX REIT has decided to acquire theseassets because it is believed that the acquisitions will be consistent with the Investment Policy of XYMAX REIT
and will contribute to improving the quality of the portfolio and unitholder value.
(NOTE) The "bridge scheme" is a scheme that involves only the acquisition of preferential negotiation rights without the conclusion ofsales contracts. It does not fall into the category of forward commitments, etc. (contracts for sale or purchase on the other day
CAUTIONS: This press release is a public statement of the acquisition and leasing of XYMAX REIT and is not intended to solicit
investments.

2

that are to be settled or delivered for more than 1 month after the conclusion of the contract, or other similar contracts) assumed
in the "Comprehensive Guidelines for Supervision of Financial Instruments Business Operators, etc." stipulated by the Financial
Services Agency.

OF-08 XYMAX Mita Building (hereinafter "Assets to Be Acquired (1)”)
Assets to Be Acquired (1) have the following features.
 This is an Office building located in Minato-ku, Tokyo.
 This is an office building located 5 minutes on foot from Mita Station of Toei Subway Mita and Asakusa
Lines and 7 minutes on foot from Tamachi Station of the JR Yamanote Line and etc.
 Many office buildings are located along Sakurada-Dori, and several major companies areheadquartered in the vicinity of Sakurada-Dori. In addition, the Keio Nakadori Shopping District hasenhanced its office supporting functions, such as abundant restaurants. Due to the availability ofmultiple public transportation services and high accessibility to major business areas, XYMAX REIT
considers this location to be a location where solid tenant demand can be expected, including
relocations from outside the surrounding area.
 The typical floor area is approximately 76 ㎡ (approximately 23 tsubo), and the ceiling is 2,400mm
high. On the equipment side, it is equipped with an OA floor (raised floor) (100 mm), individual air
conditioning, and 1 elevator.
 During the period held under the bridge scheme, when vacant floors appear, interior renovation work
has been implemented to reduce interior and restoration costs when tenants move in and out in the
future, and attracts tenants with reduced initial costs such as security deposits through the use ofguarantee companies. In this way, Assets to Be Acquired (1) is able to capture a wide range of needs,
such as appealing to companies that want to efficiently utilize a small number of people and cash on
hand. As a consequence of these efforts, some contracts have been concluded at a higher rent thanappraisal unit rent, and the average unit rent has risen by approximately 18.0% since the time ofacquisition under the bridge scheme. Even after the acquisition by XYMAX REIT, depending on thecircumstances, we will consider the implementation of similar initiatives for vacant floors.

RT-05 The Park House Totsuka Front (the Retail Portions of 1st and 2nd Floors) (hereinafter "Assets to Be
Acquired (2)”)(1) Features of the Assets to Be Acquired (2)Assets to Be Acquired (2) have the following features.
 This is a station-front retail property located 3 minutes on foot from Totsuka Station of JR Tokai-do
Line and Yokohama Municipal Subway Blue Line.
 Assets to Be Acquired (2) is a retail property located on the first and second floors of a residential
property (106 units in total) that was developed through a public offering project of Yokohama City(the "Public Offering Project") and completed in May 2018.
 XYMAX Group is involved in this Public Offering Project together with a Japanese major developer,
for example, to engage in activities to attract tenants for the Assets to Be Acquired (2) from thedevelopment stage.
 As of today, the Assets to Be Acquired (2) is 100% occupied by clinics, dispensing pharmacies, ZXY, asatellite office service operated by XYMAX, etc., and the tenant structure is such that even in theCorona crisis, the impact of the decline in sales and other factors is minimal.
(2) Overview of Market Area
① Location and Transportation accesses
 With 225,000 passengers per day in FY2018, the site is located in front of a station at Totsuka
Station, the fourth largest number of passengers in Kanagawa Prefecture, and is a location withresidential areas behind it. In addition, it is located at the intersection of National Road No. 1 andChogo-Kaido Street, and has high visibility.
 Located on the living lines of neighboring residents who pass through the underpass of ChogoCAUTIONS: This press release is a public statement of the acquisition and leasing of XYMAX REIT and is not intended to solicit
investments.

3

Kaido Street from Totsuka Station, this location is suitable for lifestyle-oriented service formats,targeting mainly residents who use railway stations.
② Overview of the surrounding area
 According to the 2020 Basic Resident Register, the administrative population of Totsuka-ku is282,000, an increase of 2.2% over 2015.
 The percentage of people in their 30s is high in the current commercial area, and the percentageof people in their 20s is also high compared to the average of Kanagawa Prefecture. This is an areathat appeals to many younger generations because of its good access to Yokohama Station andcentral Tokyo.

CAUTIONS: This press release is a public statement of the acquisition and leasing of XYMAX REIT and is not intended to solicit
investments.

4

3.

Summary of Assets to be Acquired
The summary of Assets to Be Acquired is as follows.
Refer to Reference 3 “Explanation of matters stated in Summary of Assets to Be Acquired” for explanations ofmatters stated in the columns in the table.
 Assets To Be Acquired (1)Expected date of acquisition

Category
Property no.
Summary of the Specified Asset
July 1, 2021
Type of specified asset

Anticipated acquisition price

668 Million yen

Appraisal value(appraisal date)

727 Million yen(May 31, 2021)

Location

5-13-11, Shiba, Minato-ku, Tokyo
5 minutes on foot from Mita Station of Toei Subway Mita and Asakusa Lines
7 minutes on foot from Tamachi Station of JR Yamanote Line, etc.
5-3-39, Shiba, Minato-ku,
137.02 ㎡
Area
Tokyo

PropertyName

XYMAX Mita Building

TransportationLand

Lot number

Building
coverage ratio
ZoningBuilding
Construction
date
Use
Architect
Construction
confirmation
ML company (planned)
PM company (planned)
Remarks
Not applicable
Leasable area
Occupancy rate
Annual rent
Main tenant

Outline ofTrustbeneficiaryright

TrusteeTrustmaturity
date

OfficeOF‐08
Trust beneficiary right
Mitsubishi UFJ Trust
Banking CorporationandEnd of June 2031

80%

Floor-area ratio

600%

Commercial area

Type of Ownership
Structure and number offloorsTotal Floor Area
Builder

Ownership
Steel construction, flat roof, ten
floors
799.78 ㎡
Tosei Corporation

Type of Ownership

Ownership

ML typePass-throughMay 31, 1991
OfficeKOKEN ARCHITECTS, INC.
District construction
surveyor, Minato-ku
Godo Kaisha ML1
XYMAX ALPHA Corporation

Overview of Leasing
741.41 ㎡
Leased area
79.5%
Number of tenants
30,278 thousand yen
Lease deposits
Undisclosed (Note)

589.05 ㎡
86,791 thousand yen(NOTE) Since the approval of the lessee for the disclosure of information has not been obtained, the information has not been disclosed dueto this unavoidable reason

Inspection company
Urgent and short-term repair
expenses
Inspection company
State of collaterals

Outline of Engineering Report
Tokio Marine & Nichido Risk
Date of inspection
Consulting Co., Ltd.
Long-term
repair0 yen
expenses(annualaverages)
Outline of Earthquake Risk Analysis, etc.
Tokio Marine & Nichido Risk
PML
Consulting Co., Ltd.
None

June 2021
5,232 thousand yen

2.6%

CAUTIONS: This press release is a public statement of the acquisition and leasing of XYMAX REIT and is not intended to solicit
investments.

5

Summary of Appraisal Report
XYMAX Mita Building
727 Million yen
Japan Real Estate InstituteMay 31, 2021
Details (unit: thousand
Summary, etc.
yen)
Value based on income approach
Assessed by jointly analyzing the values indicated by the
727,000 income approach based on the direct capitalization method
and the DCF method.
Value based on direct capitalization
738,000
method(1) Operating revenue
45,432(i. - ii.)
i.
Effective gross revenue
47,782 Assessed the reasonable rents that can be received stably
for the medium to long term, based on current andexpected new rent and characteristics of tenants, etc.
ii. Loss from vacancy, etc.
2,350 Assessed medium-to long-term stable occupancy rates andestimated loss from vacancy based on the occupancy status,
supply and demand trends, past results, and future trendsof similar properties.
12,228(2) Operating expenses(a. +b. +c. +d. +e. +f.
+g. +h.)a. Maintenanceand3,700 Assessed in consideration of the individuality of the subject
management expenses
property with reference to the past year results andmaintenance and management expenses of similar
properties.
b. Utility expenses
2,000 Assessed based on the historical results after taking into
account the occupancy rate, etc.
c. Repair expenses
1,570 Assessed in consideration of prior year actual results,
future management and operation plans, expense levels ofsimilar properties and ER.
d. PM fee
1,898 Assessed in consideration of contracted terms, rates of PM
fee calculations for similar properties, and the individualityof the subject property.
e. Tenantleasing
352 Estimated the annual average amount based on the
expenses, etc.
assumed turnover period of tenants.
f. Taxes and public dues
2,655 Estimated based on available property taxes information.
g. Insurance premiums
53 Estimated in consideration of insurance premiums under
the insurance contracts and insurance premium rates forbuildings similar to the subject building.
h. Other expenses
0 There are no special expenses.
(3) Net operating income
33,204((1)-(2))(4) Gain from investment of
104 Assessed by multiplying the amount of deposits based on
deposits
the current leases, the number of months of deposits at thetime of new contracts, and occupancy rates by theinvestment yield of 1.0%.
(5) Capital expenditures
3,802 Estimated considering the level of capital expenditures, age
and ER of similar properties.
Net income
29,506((3)+(4)-(5))
Capitalization rate
4.0% Assessed based on yields used as benchmarks for subject
district, considering location, building conditions, etc., andtaking into account uncertainties in the future andProperty nameAppraisal value
Name of appraiser
Appraisal date
Items

CAUTIONS: This press release is a public statement of the acquisition and leasing of XYMAX REIT and is not intended to solicit
investments.

6

transaction yields related to similar properties.
DCF-based Value based on income
approach
Discount rate

716,000

Terminal capitalization rate

3.9%

Cost approach value
Land ratio
Building ratio
Other items considered by real estate None.
appraiser upon appraisal

3.5%

Assessed based on a comprehensive consideration of theindividuality, etc. of the subject property, with reference toinvestment yields, etc. of similar properties.
Assessment based on a comprehensive consideration of
future trends of investment yields, etc. with reference totransaction yields, etc. of similar properties.

665,000
89.8%
10.2%

CAUTIONS: This press release is a public statement of the acquisition and leasing of XYMAX REIT and is not intended to solicit
investments.

7

Assets to Be Acquired (2)RetailThe Park House Totsuka Front (the Retail Category
Portion of 1st and 2nd Floors)
Property no.
RT‐04
Summary of the Specified Asset
Expected date of acquisition
July 1, 2021
Type of specified asset
Actual Real Estate
Anticipated acquisition price 540 Million yen
Appraisal value
622 Million yen (May 31, 2021)(appraisal date)
Location
4018-1, Totsuka-cho, Totsuka-ku, Yokohama-shi, Kanagawa
3 minutes on foot from Totsuka Station of JR Tokai-do Line and Yokohama Municipal Subway
Transportation
Blue LineLand
2-4018-1,
Totsuka-cho,
1,595.49 ㎡ (Note 1)Area
Lot number
Totsuka-ku, Yokohama, etc.
Building
80%
Floor-area ratio
600%
coverage ratio
ZoningCommercial area
Type of Ownership
Ownership (Note 2)
Structure and number of Reinforced concrete flat roof, 14
Building
Construction
May 23, 2018floorsfloors with 1 basement leveldate
12,236.50 ㎡ (Note 1)
Use
StoresTotal Floor Area
Fujita Corporation 1st Class
Architect
Builder
Fujita Corporation
Architects Office
HOUSEPLUS
Construction
ARCHITECTURAL
Type of Ownership
Sectional ownership (Note 3)
confirmation
INSPECTION, inc.
ML company (planned)
XYMAX ALPHA Corporation ML typePass-throughPM company (planned)
XYMAX ALPHA Corporation
Remarks・ Assets to Be Acquired (2) may not change the designated use, not be transferred and loaned to a third party until 30
Sep, 2023, unless approved by Yokohama City in writing. However, in the case Yokohama City approves, transfer andloan to the third party may be possible. The Acquisition of the Assets to Be Acquired (2) by XYMAX REIT has been
approved by Yokohama City in writing.
・ The management association leases a part of the roof free of charge to Tsunagu Network Communications, Inc.
(hereinafter Tsunagu Net) under a temporary loan for use agreement. Tsunagu Net installed its solar power generationequipment and is supplying electricity to the common area of Assets to Be Acquired (2).
Overview of Leasing
861.60 ㎡
861.60 ㎡
Leasable area
Leased area
Occupancy rate
100%
Number of tenants
5
Annual rent
46,723 thousand yen
Lease deposits
30,562 thousand yen
Main tenant
XYMAX Corporation
Property
Name

Inspection company
Urgent and short-term repair
expenses
Inspection company
State of collaterals

Outline of Engineering Report
Sompo Risk Management,
Date of inspection
Inc.
Long-term
repair0 yen
expenses(annualaverages)
Outline of Earthquake Risk Analysis, etc.
Tokio Marine & Nichido Risk
PML
Consulting Co., Ltd.
None

June 10, 2021
2,422 thousand yen

6.7%(Note 1) Areas are the total area of the entire site and the total floor area of the entire building based on the entries in the real estateregistry.
(Note 2) With regard to land, a site right has been established for the building, and the site area equivalent to the percentage of ownershipin the building of the real estate in kind that XYMAX REIT plans to acquire is approximately 197.84 ㎡ (approximately 12.4%).
(Note 3) The amount of exclusive area based on the list of the real estate registry of the sectional ownership that XYMAX REIT is planningto acquire is 1,080.19 ㎡.

CAUTIONS: This press release is a public statement of the acquisition and leasing of XYMAX REIT and is not intended to solicit
investments.

8

Summary of Appraisal Report
The Park House Totsuka Front (the Retail Portions of 1st and 2nd Floors)
622 Million yen
Tanizawa Sogo Appraisal Co., Ltd.
May 31, 2021
Details (unit: thousand
Summary, etc.
yen)
Value based on income approach
Assessed mainly based on DCF-based value and compare it
622,000
with the value based on the direct capitalization method.
Value based on direct capitalization
626,000
method(1) Operating revenue
49,771(i. - ii.)
iii. Effective gross revenue
52,434 Assessed based on the rent level recognized to be stablelevel, considering actual rent and recent leasing results, etc.
iv. Loss from vacancy, etc.
2,662 Assessed based on the vacancy rate recognized to be stable,considering occupancy trend and market conditions, etc.
20,242(2) Operating expenses(a. +b. +c. +d. +e. +f.
+g. +h.)a. Maintenance
and
4,652
Assessed based on estimated amount and historical results.
management expenses
b. Utility expenses
4,911 Assessed based on historical results.
c. Repair expenses
625 Assessed based on ER, similar cases, etc.
d. PM fee
2,400 Assessed based on estimated amount.
e. Tenantleasing
619 Assessed based on estimated amount, tenant replacement
expenses, etc.
ratio, etc.
f. Taxes and public dues
3,620 Assessed based on property taxes data for FY2021.
g. Insurance premiums
103 Assessed based on estimated amount.
h. Other expenses
3,309 Assessed based on historical results, etc.
(3) Net operating income
29,529((1)-(2))(4) Gain from investment of
322
deposits(5) Capital expenditures
1,668 Assessed based on ER, similar cases, etc.
Net income
28,183((3)+(4)-(5))
Capitalization rate
4.5% Assessed by comprehensively considering the location,building, and other conditions of the subject property andby referring to capitalization rate of similar properties inthe same trading area.
DCF-based Value based on income
620,000
approach
Discount rate
4.6% Assessed by determining the yield of retail property using
the accumulation method based on the yield of financial
instruments, etc., and considering the individual risks ofthe subject property.
Terminal capitalization rate
4.7% Assessed based on the capitalization rate considering thefuture uncertainty.
Cost approach value
602,000
Land ratio
41.8%
Building ratio
58.2%
Other items considered by real estate None.
appraiser upon appraisal
Property nameAppraisal value
Name of appraiser
Appraisal date
Items

CAUTIONS: This press release is a public statement of the acquisition and leasing of XYMAX REIT and is not intended to solicit
investments.

9

4.

Profile of Seller(1) Assets to Be Acquired (1)The seller of the Assets to Be Acquired (1) is a domestic company, however, the name of the seller cannot
be disclosed since the approval of the seller for the disclosure of information has not been obtained. The
seller is neither an interested party stipulated in Article 201(1) of the Investment Trust Law or Article 123of the Enforcement Order of the Investment Trust Law nor an interested party stipulated in theRegulations Governing the Management of REIT Interested Party Transactions, which is an internal
regulation of the Asset Management Company (hereinafter collectively referred to as the "Interested
Party"). In addition, there are no noteworthy equity, personal or business relationships between the seller
and XYMAX REIT and the Asset Management Company, and the seller does not fall under the category ofa related party of the Asset Management Company.
(2) Assets to Be Acquired (2)
(1)
(2)
(3)

(4)

(5)
(6)
(7)
(8)
(9)
(10)

5.

Name
Location
Representative

XYMAX Corporation
1-1-1, Akasaka, Minato-ku, Tokyo
Kenji Yoshimoto, President
・ Ownership, sale, purchase, lease, management, brokerage, consulting andappraisal of real estate・ Outsourcing of operations related to real estate such as Office buildings,
Retail properties, logistics properties, and Hotel・ Comprehensive management and maintenance services for buildings andrelated facilities
Business activities
・ Comprehensive Security Services
・ Planning, subcontracting, construction, design, construction supervision, andconsulting services for construction work, etc.
・ Financial instruments business prescribed in the Financial Instruments andExchange Act
・ Research, analysis and research on real estate management and the realestate market
Capital2,892 Million yen (As of the end of March, 2021)
Date of establishment
March 1, 1990
Net assets
25,665 Million yen (As of the end of March, 2021)
Total assets
117,340 Million yen (As of the end of March, 2021)
JDC CORPORTION (9.3%), SG Holdings, Inc. (6.2%), Nippon Steel Kowa Fudosan
Major shareholders and Co., Ltd. (5.2%), Mitsubishi UFJ Capital Co., Ltd. (4.6%)
their shareholding ratio (Note) Major shares and holding ratios are as of the end of March 2021, and theholding ratios are rounded off to the nearest second decimal place.
Relationship between the investment corporation and asset management company and the said company
The said company owns the Investment units of 5.6% XYMAX REIT's outstanding
units as of the date hereof. In addition, the relevant company is the parent company
Capital relationshipof the Asset Management Company (100% stake), which corresponds to interested
parties, etc. stipulated in the Investment Trust Law.
As of today, 6 of the Asset Management Company's executives and employees are
Personnel relationshipseconded from the said company
The said company is a Sponsor stipulated in a sponsor support agreement entered
Business relationshipinto with XYMAX REIT and the Asset Management Company.
The said company is the parent company of the Asset Management Company andcorresponds to a related party. In addition, as described above, it corresponds to
Status of relationshippersons with interests in the Asset Management Company as stipulated in theInvestment Trust Law.

Transactions with interested parties
Since XYMAX Corporation, the seller of the Assets to Be Acquired (2), qualifies as a stakeholder, the AssetManagement Company has obtained the consent of XYMAX REIT based on the approval of the Board of
Directors of XMAX REIT today, in accordance with the Investment Trust Law, in entering into the purchase andsale agreement.
With respect to the Assets to Be Acquired (1), a property management agreement (hereinafter “PM
CAUTIONS: This press release is a public statement of the acquisition and leasing of XYMAX REIT and is not intended to solicit
investments.

10Agreement”) will be concluded between the Trustee of the Assets to Be Acquired (1) (hereinafter “Trustee”)
and XYMAX ALPHA Corporation (hereinafter “Contractor”), and with respect to the Assets to Be Acquired (2),a master lease and property management agreement (hereinafter “ML and PM Agreement”) will be concluded
between Contractor on the scheduled acquisition date.
Since Contractor is a stakeholder, the Asset Management Company has obtained the consent of the XYMAX REIT
based on the approval of the Board of Directors of XMAX REIT today, in accordance with the Investment Trust
Act, in entering into the Business Trust Agreement.
6.

Status of Previous Owners, etc.
Property acquisitions from special interested parties are as follows:
The following tables describe: (1) the Company's name, (2) the relationships with those in which the Company
has a special interest, and (3) the history and reasons for the acquisition.
Former Owner
Property Name (Location)
Previous Owner(1), (2), (3)Acquisition priceTime of acquisition
The Park House Totsuka Front (1) XYMAX Corporation
Other than those with special(the Retail Portions of 1st and 2nd (2) Parent company of the Asset interests
Floors)Management Company(4018-1, Totsuka-cho, Totsuka- (3) Acquired for investment
ku, Yokohama-shi, Kanagawa)purposes
Omitted because the property is owned for more than 1 year.
July 2018-7.

Outline of Intermediation
Not applicable.

8.

Future Outlook
The impact of the acquisition of the Assets to Be Acquired is immaterial and is within the minor criteria set
forth by the Tokyo Stock Exchange.
XYMAX REIT's forecast of the status of operations for the August 2021 (7th fiscal period) and the February
2022 (8th fiscal period), which incorporates this impact, is scheduled to be announced in the Investment
Corporation's August 2021 (7th fiscal period) financial results report, which is scheduled to be announced on
15 October, 2021.

* XYMAX REIT website: https://xymaxreit.co.jp/en/index.html(For reference)“Notice Regarding Borrowing of Funds” dated June 25, 2021
<Attachment>
Reference 1 Property photographs and maps
Reference 2 Property portfolio of XYMAX REIT (after the transaction)
Reference 3 Explanation of matters to be stated in Summary of Assets to Be Acquired

CAUTIONS: This press release is a public statement of the acquisition and leasing of XYMAX REIT and is not intended to solicit
investments.

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Reference 1 Property photographs and maps


XYMAX Mita Building

The Park House Totsuka Front (the Retail Portions of 1st and 2nd Floors )CAUTIONS: This press release is a public statement of the acquisition and leasing of XYMAX REIT and is not intended to solicit
investments.

12Reference 2
Categ Property
ory
no.

Off
ice

Property portfolio of XYMAX REIT (after the transaction)
Property nameOt
her

Share ofportfolio(%)(Note 2)XYMAX Nishi-Shimbashi Building

Minato-ku, Tokyo

February 16, 2018

2,500

7.1

OF-02

XYMAX Iwamotocho Building

Chiyoda-ku, Tokyo

February 16, 2018

4,250

12.0

OF-03

XYMAX Shinjuku-Gyoen Building

Shinjuku-ku, Tokyo

February 16, 2018

5,020

14.2

OF-04

XYMAX Kamiyacho Building

Minato-ku, Tokyo

February 16, 2018

880

2.5

OF-05

XYMAX Higashi-Azabu Building

Minato-ku, Tokyo

February 16, 2018

1,550

4.4

OF-06

XYMAX Higashi-Ueno Building

Taito-ku, Tokyo

February 16, 2018

1,150

3.3

OF-07

XYMAX Hachioji Building

Hachioji-shi, Tokyo

February 16, 2018

2,600

7.4

OF-08

XYMAX Mita Building

Minato-ku, Tokyo

July 1, 2021

668

1.9

-

-

18,618

52.7

RT-01

Muza Kawasaki

Kawasaki-shi, Kanagawa

February 16, 2018

4,100

11.6

RT-02

Life Kawasaki Miyuki Store

Kawasaki-shi, Kanagawa

February 16, 2018

790

2.2

RT-03

Vita Seiseki-Sakuragaoka

Tama-shi, Tokyo

February 16, 2018

3,100

8.8

RT-04

Life Fukuizumi Store

Sakai-shi, Osaka

September 1, 2020

1,065

3.0

RT-05

The Park House Totsuka Front (theRetail Portions of 1st and 2nd
Floors)Yokohama-shi, Kanagawa

July 1, 2021

540

1.5

-

-

9,595

27.2

February 16, 2018

4,400

12.5

-

4,400

12.5

February 16, 2018

2,700

7.6

Subtotal/Average
Hotel(Anticipated)acquisition price(million yen)
(Note 1)

OF-01

Subtotal/Average

Ret
ail

(Expected)
acquisition
date

Location

HT-01

Hotel Vista Sendai

Sendai-shi, Miyagi

Subtotal/Average
OT-01

Renaissance 21 Chihaya

Fukuoka-shi, Fukuoka

Subtotal/Average

-

-

2,700

7.6

Total/Average--

35,313100.0(Note 1) "(Anticipated) acquisition price" refers to the transaction amount excluding acquisition expenses, (brokerage fees, tax and dues, etc.)
listed in each the purchase and sale agreement, and is rounded down to the nearest million yen.
(Note 2) “Share of portfolio” is the percentage of acquisition price or (anticipated) acquisition price of each portfolio asset versus the total ofacquisition price and (anticipated) acquisition prices, rounded to one decimal place.

CAUTIONS: This press release is a public statement of the acquisition and leasing of XYMAX REIT and is not intended to solicit
investments.

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Reference 3 Explanation of matters to be stated in Summary of Assets to Be Acquired(a) Explanation of the “Category” and “Property no.”・ “Category” refers to Office, Retail, Hotel, and Other that XYMAX REIT will invest in.
・ “Property no.” is numbered as OF for Office, RT for Retail, HT for Hotel, and OT for Other.
(1) Explanation of the “Summary of the Specified Asset”
・ “Expected date of acquisition” indicates the expected date of acquisition of the trust beneficiary right andactual real estate contained in the respective purchase and sale agreement for the Assets to Be Acquired.
・ “Type of the specified asset” describes the type of real estate and other assets as specified assets and theassets incidental or related thereto.
・ “Anticipated acquisition price” rounds down the sales price (excluding consumption tax, local consumption
tax, and brokerage fees) stated in the sales contract pertaining to the Assets to Be Acquired to the nearest
million yen.
・ “Appraisal value (appraisal date)” refers to Appraisal value stated in the real estate appraisal report
relating to the Assets to Be Acquired prepared by Japan Real Estate Institute and Tanizawa Sogo Appraisal
Co., Ltd.
・ Outline of Trust beneficiary right lists the terms of the trust agreement entered into with Trustee for the
Assets to Be Acquired.
・In principle, the “Location” describes the residential address.
・ “Transportation” describes the time (rounded up to the nearest minute) when the distance from thenearest station calculated by Asset Management Company is walked at 80 meters per minute or the time
indicated in the real estate appraisal report or Engineering Report.
・ “Lot number” describes the building's location on the real estate register (or location of one of them if
there is more than one).
・ “Site area” is based on the description in the real estate registry (including the leased land area if any) andmay not coincide with the current situation.
・ Land's “Building coverage ratio” refers, in principle, to the ratio of the building area of a building to sitearea set forth in Article 53 of the Building Standards Act (Law No. 201 of 1950, including subsequent
revisions; the same shall apply hereinafter), and includes the upper limit of building coverage ratio(designated building coverage ratio), if any, set forth in the City Planning in accordance with Zoning, etc.
The specified building coverage ratio may be relaxed, increased or reduced due to fire-resistant buildingsin the Fire Protection Geographic Area or for other reasons and may differ from building coverage ratio
actually applied.
・ “Floor-area ratio” refers to the ratio of the total area of buildings to Site Area set forth in Article 52 of the
Building Standards Act, and includes the upper limit (designated floor-area ratio) of floor-area ratio set
forth in the city plan according to Zoning, etc. (if there are two or more such values, both). The specified
floor-area ratio may be relaxed, increased or decreased due to the width of the road to be connected to thesite or for other reasons, and may differ from floor-area ratio actually applied.
・ “Zoning” describes the types of Zoning (if there are more than one) listed in Article 8, Clause 1, item 1 of
the Urban Planning Law (Law No. 100 of 1968, including any subsequent revisions).
・ The “Type of ownership” of land and building describes the types of rights pertaining to the Assets to Be
Acquired by XYMAX REIT.
・ “Construction date” indicates the date of the new construction of the main building described in the real
CAUTIONS: This press release is a public statement of the acquisition and leasing of XYMAX REIT and is not intended to solicit
investments.

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estate register.
・ “Structure and number of floors” is based on real estate registers for the main building.
・ “Use” is based on building types of entries in the real estate registry for the main building.
・ “Total floor area” includes the floor area of the attached building based on the description in the real estateregister.
・ “Architect,” “Constructor” and “Inspection agency” are listed in the name of the company or institution at
the time the building was designed and constructed.
・ “ML company” and “PM company” represent the master leasing company and PM company for the Assets
to Be Acquired. “ML type” is the master lease type of the Assets to Be Acquired (pass-through type, fixed
rent type, or variable rent type).
・ In addition to matters that are considered to be important for rights and use relating to the Assets to Be
Acquired as of today, remarks include matters that are considered to be of importance considering theappraised value, profitability, and impact on disposal potential.
(c) “Overview of Leasing”
・ “Leasable area” represents the sum of leased area based on building drawing and other drawings attachedto the lease agreements as of today and the vacant area based on building drawing and other drawings.
・ “Leased area” presents the totals of leased area based on the lease agreements relating to the Assets to Be
Acquired as of today and building drawings attached to the lease agreements. In the event that a master
lease agreement has been concluded for the Assets to Be Acquired, the total area actually concluded andleased with the end tenant is rounded to the nearest third decimal place.
・ “Occupancy rate” represents the ratio of leased area to leasable area related to the Assets to Be Acquired
as of today, rounded off to the first decimal place.
・ “Number of tenants” presents the sum of number of tenants on the Assets to Be Acquired under a leaseagreement entered into as of today. (the total number of end tenants if the pass-through master leaseagreement is concluded).
・ “Annual rent revenue” rounds down the sum of the annual rent (one-year rent calculated in accordancewith the provisions of the lease agreement if only the monthly rent is provided) including the CAM set forthin the respective lease agreement for which the Assets to Be Acquired has been executed as of today to thenearest million yen.
・“Security deposit” with respect to tenants already occupied, rounds down the sum of the security deposit
specified in the respective lease agreement as of today to the nearest million yen. In addition, in the eventthat the master lease agreement has been concluded for the Assets to Be Acquired and if the security
deposit is equal to the total of the security deposit stipulated in the lease agreements concluded with theend tenants, the sum of the security deposit and is rounded down to the nearest million yen.
・ “Main tenant” represents the tenant that leases the biggest area among the tenants those who leases theAssets to Be Acquired from XYMAX REIT or Trustee as of today. Where a pass-through type master leaseagreement has been concluded, the Main tenant represents the end tenants.
(d) Explanation concerning the “Outline of Engineering Report”
・ “Urgent and short-term repair expenses” and “Long-term repair expenses (annual averages)” are statedbased on Engineering Report.
・ “Short-term repair expenses” refers to the cost of repairing and renewing defects that require repairs, etc.
CAUTIONS: This press release is a public statement of the acquisition and leasing of XYMAX REIT and is not intended to solicit
investments.

15

in preference to daily maintenance, and describes the estimated total amount of repair expenses required
within one year from the date of Engineering Report.
・ “Long-term repair expenses (annual average)” refers to the cost of repair and renewal for the purpose ofmaintaining functions or safety in operation for aging deterioration. The aggregate amount of repair
expenses and renewal costs required within 12 years from the date of Engineering Report is converted into
the annual average amount by Asset Management Company and rounded off to the nearest thousand yen.
(d) Explanation of the “Outline of Earthquake Risk Analysis, etc.”
・ “PML” means the expected loss rate (Probable Maximum Loss) due to earthquakes. Although there is no
uniform and rigorous definition of PML, this document defines expected losses and probabilities for large
and small earthquakes that may occur in 475 years as the percentage of expected losses relative to building
replacement cost calculated and statistically processed. PML is calculated based on the ground conditions,geographic area factors, and structural considerations. PML figures are based on Seismic Risk Evaluation
Report dated June 2021 issued by Tokio Marine & Nichido Risk Consulting Co., Ltd. The descriptions in
Seismic Risk Evaluation Report only indicate the opinions of the reporter and do not guarantee theappropriateness or accuracy of the descriptions.
(f) Explanation of the “State of collaterals”
・ If the collaterals are cancelled after the acquisition of the Assets to Be Acquired, stated as “None.”CAUTIONS: This press release is a public statement of the acquisition and leasing of XYMAX REIT and is not intended to solicit
investments.

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