Financial Summary (REIT) for Fiscal Period Ended February 28, 2023

REIT Securities Issuer

MORI TRUST REIT, Inc.

Securities Code:
Representative:

8961
Masayuki Yagi, Executive Director

Asset Management
Company:
Representative:
Contact:

April 20, 2023

Stock ExchangeTokyo Stock
Listing:
Exchange
URL: https://www.mt-reit.jp/en/

MORI TRUST Asset Management Co., Ltd.
Hiroshi Naito, President and Representative Director
Nobuyuki Aizawa, General Manager, Strategic Management Department
Tel: 03-6435-7011

Scheduled date of submission of securities report:
Scheduled date of commencement of cash distribution
payment:

May 29, 2023
May 15, 2023

Preparation of supplementary financial results briefing
materials:
Holding of financial results briefing session:

Yes
Yes

1. Operational/Asset Conditions for the fiscal period ended February 28, 2023 (from October 1, 2022 toFebruary 28, 2023)(Amounts are rounded down to the nearest million yen)

(1) Operating results(% shows change vs. previous period)

Operating revenues
Fiscal period ended
February 28, 2023
Fiscal period ended
September 30, 2022

Operating income

Ordinary income

Net income

Millions of yen%

Millions of yen%

Millions of yen%

Millions of yen

%

7,258

5.2

4,057

18.4

3,731

22.6

3,614

8.5

6,902

(19.1)

3,428(32.0)

3,043(35.0)

3,331(26.6)Net income per unit
Fiscal period ended
February 28, 2023
Fiscal period ended
September 30, 2022

Rate of returnon equity

Ordinary income to total
assets ratio

Ordinary income tooperating revenues ratio

Yen

%

%

%

1,368

2.3

1.2

51.4

1,261

2.1

0.9

44.1

(Note1) MTR changed its fiscal period end from the last day of March and the last day of September each year to the last day of February andthe last day of August each year by resolution of the General Meeting of Unitholders held on February 1, 2023. Accordingly, the 42nd
fiscal period is a five-month period from October 1, 2022 to February 28, 2023.
(Note2) As a 2-for-1 unit split was conducted with March 1, 2023 as the effective date, profit per unit is calculated based on the assumptionthat the unit split was conducted at the beginning of the fiscal period ended September 30, 2022.

(2) Distributions

Fiscal period ended
February 28, 2023
Fiscal period ended
September 30, 2022

Distributions perunit (excluding
distributions inexcess of profit)
Yen

Total distributions(excluding total
distributions inexcess of profit)
Millions of yen

Yen

Millions of yen

%

%

2,545

3,359

－

－

92.9

2.1

3,000

3,960

－

－

118.8

2.5

Distributions in
Total distributions
excess of profit
in excess of profit
per unit

Disclaimer:

Ratio ofdistributions to
net assets

Payoutratio

This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

1

(Note1) The difference between the distributions per unit and the basic earnings per unit for the fiscal period ended September 30, 2022, is a
result of the reversal of the reserve for reduction entry (628 million yen). The difference between the distributions per unit and the basic
earnings per unit for the fiscal period ended February 28, 2023, is a result of the reserve of the reserve for reduction entry (254 million
yen).
(Note2) The payout ratio is rounded down to one decimal place. The payout ratio is calculated using the following formula, because MTR
conducted an investment unit split at the rate of two units for one unit with March 1, 2023 as the effective date. Payout ratio = total
distributions / net income x 100(3) Financial positions
Total assets
Fiscal period ended
February 28, 2023
Fiscal period ended
September 30, 2022

Net assets

Capital adequacy ratio

Net assets per unit

Millions of yen

Millions of yen%

Yen

322,398

158,72549.2

60,123

325,909

159,07148.8

60,254(Note) As a 2-for-1 unit split was conducted with March 1, 2023 as the effective date, the net assets per unit is calculated based on theassumption that the unit split was conducted at the beginning of the fiscal period ended September 30, 2022.

(4) Cash flows
Cash flows
from operating activities

Cash flows
from investing activities

Cash flows
from financing activities

Millions of yen

Millions of yen

Millions of yen

Millions of yen

10,325(5,331)(7,475)

17,143

4,071

(96)

(2,228)

19,624

Fiscal period ended
February 28, 2023
Fiscal period ended
September 30, 2022

Cash and equivalents,
end of period

2. Forecast for the August 2023 period (March 1, 2023 to August 31, 2023) and the February 2024 period(September 1, 2023 to February 29, 2024)(% shows change vs. previous period)
Operating revenues

Fiscal period ending
August 31, 2023
Fiscal period ending
February 29, 2024

OperatingincomeOrdinary
incomeDistributions per Distributions
unit (excluding
in excess of
distributions inexcess of profit) profit per unit

Net income

Millions ofyen%Millions ofyen%Millions ofyen%Millions of
yen

%

Yen

Yen

11,609

59.9

6,311

55.5

5,647

51.3

5,637

56.0

1,584

0

11,652

0.4

6,913

9.5

6,197

9.7

6,032

7.0

1,600

0

(Reference) The profit per unit forecast is 1,583 yen for the fiscal period ending August 31, 2023 and 1,727 yen for the fiscal period ending

February 29, 2024.
(Note1) The distributions per unit for the fiscal period ending August 31, 2023, is calculated based on the assumption that the sum of the net
income for the said period and the reversal of the reserve for reduction entry (1 million yen) will be distributed.
(Note2) The distributions per unit for the fiscal period ending February 29, 2024 is calculated based on the assumption that the remainder fromthe subtraction of the provision for reserve for reduction entry (338 million yen) for a gain on the sale of real estate, etc. expected in thesaid fiscal period from the sum of the net income for the said period and the reversal of reserve for reduction entry (1 million yen) will be
distributed.

3. Status of Asset Management(A) Status of Asset Management(a) Summary of results for the current fiscal period(i)Transition of the Investment Corporation

MORI TRUST REIT, Inc. (former MORI TRUST Sogo Reit, Inc. ("MTR")) conducted an absorption-type merger, in which
MTR is the surviving company and MORI TRUST Hotel Reit, Inc. ("MTH") is the dissolving company on March 1, 2023. The
trade name was changed from MORI TRUST Sogo Reit, Inc. to MORI TRUST REIT, Inc. For details, please refer to (b) Outlook
for the next fiscal period, (v) Significant events after balance sheet date, 1. The Merger between MTR and MTH.
Disclaimer:This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

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The Investment Corporation was established on October 2, 2001, with Mori Trust Asset Management Co., Ltd. (changed tradename from Nihon Sogo Fund Co., Ltd.. on November 1, 2003) ("MTAM") as the organizer, pursuant to the Act on Investment
Trusts and Investment Corporations.
On March 28, 2002, the Investment Corporation began asset management, starting with the acquisition of the trust beneficiaryright in Frespo Inage, land related to leased land agreement for business use.
Since then the Investment Corporation has steadily expanded the size of its assets, and was listed on the Real Estate Investment
Trust Securities Market of the Tokyo Stock Exchange (Stock Code: 8961).
As a result, the real estate held by the Investment Corporation as of February 28, 2023, numbered 17 properties, with a total
assets price of 322,398 million yen.

(ii)

Investment environment and performance

During the fiscal period under review, movement restrictions due to COVID-19 were eased, although there were downside
factors such as soaring prices of resources and energy and rising prices of daily necessities. Consumer spending picked up,
particularly in relation to eating out and staying at accommodations, and the economy recovered.
In the real estate investment market, despite some changes in monetary policy by the Bank of Japan, domestic and foreign
investors remained highly motivated to acquire properties. Given these conditions, information on the sale of high-quality
properties available for investment was limited and the situation in which it was difficult to acquire properties persisted.
In the real estate leasing market, contracted rents for office buildings continued to decline, but the vacancy rate for officebuildings rose at a slower pace, reflecting relocations for upgrading and location improvements, as well as expansion andrelocations.
As for retail facilities, despite the impact of rising prices, department store, supermarket, and convenience store sales exceeded
the previous year's levels, and overall sales remained strong.
In the market for luxury rental housing in Tokyo, both the occupancy rate and the rent level held firm, reflecting sustained
demand versus limited supply.
As for hotels, demand for travel to Japan is beginning to recover following the Japanese government's acceptance of individual
travel and the resumption of visa waiver measures for foreign visitors to Japan from October 2022. Domestic lodging demandalso increased with the effects of policies supporting nationwide travel, and hotel performance showed signs of recovering.
Under these investment conditions, MTR carried out investment management to ensure more stable profit by maintaining andimproving the occupancy rate of portfolio properties, promoting rent increases, purchasing part of Sendai MT Building andselling part of Shinbashi Ekimae MTR Building as of February 28, 2023.
As a result, as of February 28, 2023, the Investment Corporation owned 17 properties with a total book value of 304,897
million yen. The occupancy rate for the properties owned by the Investment Corporation was 97.6% (93.1% (Note 1)) as ofFebruary 28, 2023.
MTR and MTAM are making progress in their efforts, which consider the environment and society based on the recognition
that activities to raise sustainability, such as environmental considerations, social contribution, and organizational governancein asset management operations, are essential for achieving a medium- to long-term increase in the investor value of investment
corporations.
With respect to "E: environment," during the fiscal period under review, Osaki MT Building and Tenjin Prime promoted
energy conservation at their facilities, for instance with the use of LED lighting fixtures. In addition, MTR has introduced an
initiative in which MTR will carry out energy-saving installation work in the units of some tenants at Kioicho Building at MTR's
own expense and a portion of the installation costs will be returned as green lease payments from the tenants. In addition, MTR
has been working to obtain environmental certifications and assessments, and in the fiscal period under review, Ito-Yokado
Shonandai obtained CASBEE real estate assessment certification (Note 2) for the first time. In addition, Hiroo MTR Building
and Tenjin Prime newly acquired DBJ Green Building Certification (Note 3). For “S: society,” MTR continued its efforts toensure tenants’ safety and security, such as placing disinfectants at common areas of its properties as measures against COVID19 and providing documents on preventive measures against infection. For "G: governance," MTR implemented training andawareness-raising activities such as providing compliance training to all executives and employees of MTAM on a regular basis,and sought to improve compliance awareness among employees.

(Note1) The figure in parentheses is the occupancy rate calculated based on sublease agreements for properties using a master lease agreement
under which rent income is linked to rents under sublease agreements or a pass-through master lease agreement.
(Note2) CASBEE (Comprehensive Assessment System for Built Environment Efficiency) is a comprehensive assessment system of not only
environment-friendly performance in the form of energy conservation and the use of materials and equipment with low environmentalload but also the quality of the building, including how comfortable the rooms are and the scenery. CASBEE for Real Estate wasdeveloped for the purpose of utilizing the results of environmental assessment of buildings in CASBEE for real estate evaluation. Under
the CASBEE for Real Estate certification system, a third party examines and certifies building assessments prepared in accordance with
CASBEE for Real Estate.
(Note3) DBJ Green Building Certification is a certification program established by Development Bank of Japan, Inc.
Based on a comprehensive evaluation of target real estate properties, including an evaluation of consideration given to disaster prevention
measures and various stakeholders’ social requirements, including local communities as well as environmental features, this program
evaluates and certifies real estate properties required by society and economy and supports initiatives for them.

(iii) Financing

MTR borrowed a total of 9,000 million yen for the repayment of existing borrowings of 11,500 million yen that have matured.
MTR issued the Nineteenth series unsecured investment corporation bonds as outlined below to secure funds needed for theredemption of the Twelfth series unsecured investment corporation bonds (4,000 million yen) due in February 2023.
Disclaimer:This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

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Name: MORI TRUST Sogo Reit, Inc. Nineteenth Series Unsecured Investment Corporation Bonds(Ranking Pari Passu among the specified Investment Corporation Bonds)
Issue amount: 3,000 million yen
Interest rate: 0.790% per annum
Date of issue: February 17, 2023
Redemption date: February 28, 2029
Collateral: Unsecured and unguaranteed
As a result, interest-bearing debt as of February 28, 2023 amounted to 152,500 million yen, of which long-term loans payableamounted to 132,500 million yen (including long-term loans payable of 15,000 million yen due for repayment within 1 year)
and investment corporation bonds amounted to 14,000 million yen (including investment corporation bonds of 3,000 million
yen due for redemption within 1 year). The ratio of interest-bearing debt to total assets as of February 28, 2023 was 47.3%(compared with 47.9% as of September 30, 2022).
As of February 28, 2023, the Investment Corporation has obtained a long-term issuer rating of AA (rating outlook: stable)from Japan Credit Rating Agency, Ltd. (JCR)(iv) Overview of financial results and distributions
As a result of the abovementioned operations, operating revenue came to 7,258 million yen, operating income came to 4,057
million yen, ordinary income after the deduction of loan-related interest expenses from operating income came to 3,731 million
yen, and net income came to 3,614 million yen.
With the intention that the maximum amount of profit distributions would be included in tax-deductible expenses under theapplication of special provisions for taxation (Article 67-15 of the Act on Special Measures Concerning Taxation), MTR decided
to distribute all undistributed profit at the end of the fiscal period under review after the deduction of the reserve for reduction
entry of 254 million yen accumulated using the Special Provisions for Taxation in Cases of Repurchase of Specified Assets in
Article 65-7 of the Act on Special Measures Concerning Taxation. Consequently, the distributions per investment unit amounted
to 2,545 yen.

Disclaimer:This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

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(b) Outlook for the next fiscal period(i)Outlook for overall performance

Turning to the outlook for the Japanese economy, the global monetary tightening and the continuing impact of the situationin Ukraine pose a risk of downward pressure in the form of downturns in overseas economies and high prices of resources andcommodities. Nonetheless, the Japanese economy should pick up, partly due to the effects of policies aimed at realizing a "newnormal" that combines prevention of new coronavirus infections and continuation of economic and social activities. However,the situation in Japan and abroad continues to require attention, including the effects of COVID-19, developments in the war in
Ukraine, and trends in the financial and exchange markets.
In the real estate investment market, although concerns about inflation, high interest rates, and geopolitical risks are growing
worldwide, investor confidence in Japan and abroad will remain high and information on the sale of high-quality properties
available for investment will be limited. As a result, transaction prices are expected to hover at a high level for the time being
and expected cap rates will likely remain low.
In the real estate leasing market, a recovery in demand for office buildings is anticipated, driven by continued moves torelocate to a larger space or expand office space in the same building, and the upward trend in vacancy rates and downward
trend in rents are expected to slow. However, the impact of large supply in 2023 needs to be monitored.
As for hotels, although a recovery of inbound demand from China has yet to occur, both inbound travel demand and domestic
lodging demand are expected to continue to recover. However, attention should be paid to the impact of rising utility costs, foodcosts, etc. and labor shortages.
With regard to retail facilities, we expect a rise in consumer spending and a recovery in labor as the voluntary restraint on
consumption activities due to warnings of infectious diseases diminishes.
In the market for luxury rental housing in Tokyo, based on the assumption that new supply will be limited and demand willremain strong, both the occupancy rate and rent levels are likely to remain steady.

(ii)

Future investment policy

Regarding the form of lease agreements of the real estate owned by the Investment Corporation, the Investment Corporation
will maintain the weight of fixed-term building lease agreements with fixed rent over the medium and long term at a certain
percentage, to ensure that a drop in the level of market rents does not immediately have a major impact on the revenue of thereal estate owned by the Investment Corporation.
However, when entering into a new lease agreement, the Investment Corporation will examine the agreement term and thefixing of rents in the medium or long term based on an assessment of the location and features of the real estate and will aim to
maximize revenue.
In addition, the following policy will be applied to the operation and management of real estate owned by the Investment
Corporation to maintain and improve market competitiveness and to enable management that combines asset quality, stability,and growth potential.
1.
The Investment Corporation will work to improve the satisfaction of tenants and consider measures such as thoroughgoing
implementation of preventive maintenance and safety management and enhancement of customer relations with tenants
and users based on an assessment of the features of each portfolio real estate, and endeavor to maintain high occupancy
rates of the real estate it owns. When real estate becomes vacant or is due to become vacant, the Investment Corporation
will conduct well-aimed market research and then focus on leasing in cooperation with the Mori Trust Group, real estateagents and property management companies.
2.
When entering into a new lease agreement, the Investment Corporation will endeavor to conclude a medium- or long-term
fixed-term building lease agreement or an agreement that otherwise considers fixing the rent or lengthening the agreement
term to ensure future rental revenue. For accommodations, in addition to fixed rents, MTR will also incorporate contracts
that provide for variable rents linked to actual sales and other factors, in order for MTR to enjoy the benefits of improved
revenue from accommodations. In addition to leasing investment properties directly to tenants, there is also a master leaseagreement in which a lessee (master lessee) acts as an intermediary for a tenant and the property is leased to the master
lessee. MTR will positively consider a master lease agreement if certain effects are recognized after examining thecharacteristics of the subject property, such as its size, use, and tenants.
3.
Based on consideration of the aging and age of portfolio real estate, the Investment Corporation will endeavor to maintainstable occupancy rates by renovating aged facilities, etc. and actively making investments to increase market
competitiveness so that portfolio real estate compares favorably with competing properties.

(iii)

Investment strategy for new investment real estate

The Investment Corporation’s basic policy is to make investments based on the following investment strategies, with a focus
on seeking to further develop and cultivate property information routes and endeavoring to gather high quality property
information, to expand the size of its assets under management (AUM) and acquire new real estate.
1. The investment properties will be classified into three categories from the viewpoint of use: Office Buildings, Hotels, andOther (for the time being, retail facilities and residential properties). With Office Buildings and Accommodations as thecore assets, the Investment Corporation will make diversified investments in Other category. The investment ratio for eachuse shall be 40-80% for Office Buildings, 20-55% for Accommodations, and 0-30% for Other.
2.
Investment regions of investment assets will be diversified to reduce the risk of fluctuations in portfolio cash flows. Of theDisclaimer:This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

5

investment assets, the investment area for office buildings will primarily be central Tokyo, which has a high concentrationof commerce, industry and population. However, the Investment Corporation will also make diversified investments inassets located in the area surrounding central Tokyo as well as government-designated cities, etc. The investment ratio willbe 60% or more in central Tokyo and 40% or less in the area surrounding central Tokyo and government-designated cities,
etc. In making investment decisions, the Investment Corporation will examine transportation convenience, suitability of
the use of the investment property in the relevant area, competitiveness, etc. Of the investment assets, the investment areas
for accommodations will mainly be major cities nationwide and famous tourist destinations.

(iv) Financial strategy, etc.
The Investment Corporation will examine points such as the amounts of loans, borrowing periods, bearing in mind the needto curb the negative effects of changes in financing conditions and reduce financing costs. The Investment Corporation will also
consider issuing investment corporation bonds.
In addition, MTR will consider diversifying lenders and issuing investment corporation bonds while focusing on its
conventional, long-term relationships with financial institutions.

(v) Significant events after balance sheet date

1.
The Merger between MTR and MTH
MTR and MTH completed an absorption-type merger (the “Merger”), with March 1, 2023 as the effective date, whereby
MTR is the surviving corporation and MTH is the dissolving corporation in the Merger, and MTR changed its trade name from
MORI TRUST Sogo Reit, Inc. to MORI TRUST REIT, Inc. on the same day.
(1) Purpose of the Merger
MTR and MTH have judged that building a portfolio equipped with stability of office assets and growth potential of hotel
assets through the Merger and returning to a growth path by leveraging the sponsor support will lead to further improvementof the unitholder value; therefore, MTR and MTH executed the Merger.

(Note) MTR resolved to amend its Certificate of Incorporation at the General Meeting of Unitholders held on February 1, 2023 to change its investment
policy in accordance with the establishment of a new investment policy and investment targets, etc. MTR also passed a resolution at a meetingof the board of directors held on February 24, 2023 to amend the investment guideline for the same purpose as above.

MTR aims to improve unitholder value based on the medium- to long-term stable management primarily using offices thatgenerate stable cash flow and hotels with growth potential, through following four points of significance of the Merger.
i) Pursue asset potential, stability and growth potential with offices and hotels as core assetsii) Maximize the use of sponsor support and return to growth pathiii) Strong governance by sharing profit with investorsiv) Increase in market presence(2) Form of the Merger
MTR is the surviving corporation under an absorption-type merger and MTH was dissolved in the Merger.
(3) Merger ratio
For the purpose of issuing one or more units of MTR to all unitholders of MTH, prior to the allotment to unitholders ofMTH, a two-for-one unit split of units of MTR (the "Unit Split") was implemented with a record date of February 28, 2023
and an effective date of March 1, 2023 (please refer to "2. The Investment Unit Split" below for further details of the Unit
Split), and for every one MTH investment unit, 1.84 MTR investment units were allocated and delivered.
(4) The money delivered due to the Merger
MTR intends to pay MTH unitholders (the unitholders stated or recorded in the final unitholders’ register on the day before
the effective date of the Merger (excluding MTR, MTH and those MTH unitholders who have demanded the purchase of theirinvestment units pursuant to Article 149-3 of the Act on Investment Trusts and Investment Corporations (Act No. 198 of 1951,as amended; the “Investment Trusts Act”) (excluding those who have withdrawn such demand for purchase) (hereinafterreferred to as the “Unitholders Subject to Allocation”), in lieu of cash distributions for the last business period of MTH which
ends the day before the effective date of the Merger, the money delivered due to the Merger in the form of cash distribution
based on MTH’s distributable income for that same period of an amount (disregarding fractions of a yen) which is the quotientresulting from a division of the amount of MTH’s distributable income on the date before the effective date of the Merger by
the number of issued MTH investment units on that date as reduced by the number of investment units held by unitholders
other than the Unitholders Subject to Allocation. The money delivered due to the Merger will be paid in May 2023.
(5) Unitholders’ capital
The amount of MTR’s unitholders’ capital and unitholders’ surplus increased as a result of the Merger are as follows.
Unitholders’ capital :0 yen
Unitholders’ surplus: The amount obtained by subtracting the above unitholders’ capital from the amount of change inunitholders’ capital, etc. as provided in Article 22, Paragraph 1 of the Regulation on Accountings of Investment
Corporations (Cabinet Office Order No.47 of 2006 including subsequent revisions)Disclaimer:This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

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2.

The Investment Unit Split
MTR split one investment unit into two investment units with February 28, 2023 as the record date for splitting theinvestment units and March 1, 2023 as the effective date of the split.

(1) Purpose of the Investment Unit Split
If 0.92 MTR investment units had been allocated and delivered against one MTH investment unit on the basis of the merger
ratio before the Investment Unit Split, there would have been many MTH unitholders being allocated fractions of less than
one MTR investment unit. To make it possible for MTH unitholders to continue holding MTR investment units after the
Merger, a split of MTR investment units was carried out, in the ratio of two MTR investment units to one MTR investment
unit for the purpose of delivering to all MTH unitholders at least one MTR investment unit, and for every one MTH investment
unit.
(2) Method of the Investment Unit Split
The record date was February 28, 2023, the day before the effective date of the Merger, and the units were split at a ratioof two units for each unit held by MTR unitholders stated or recorded in the final unitholder register as of the record date.
(3) Increase in the number of investment units as a result of the split, etc(ⅰ) Total number of investment units issued and outstanding before the Unit Split(ii) Increase in the number of investment units as a result of the Unit Split(iii) Total number of investment units issued by MTR after the Unit Split(iv) Number of units to be allocated to MTH units as a result of the Merger(v) Total number of investment units issued by MTR after the Merger(vi) Total number of investment units authorized after the Unit Split and the Merger: 1,320,000 units: 1,320,000 units: 2,640,000 units: 920,000 units (Note 1): 3,560,000 units: 20,000,000 units (Note 2)(Note 1) As a result of the Merger, 1.84 units of MTR after the Unit Split were allocated for each unit of MTH for all of MTH's outstanding
units (500,000 units) as of February 28, 2023.
(Note2) In conjunction with the Unit Split, MTR's board of directors resolved to partially amend MTR's Certificate of Incorporation andchange the total number of investment units authorized to be issued as of the effective date of the Merger.

（Reference Information）
1.
Acquisition of a property
MTR acquired the property below on March 1, 2023.
Kamiyacho Trust Tower(i) Outline of the acquisition
Property to be acquired:

Acquisition price:
Date of acquisition:
Seller:Real estate trust's beneficiary interest
Land Ownership and land lease rights (site ownership ratio: 5.004429250%)
Building Sectionally owned(i) house number：701(ii)house number：1401 (co-owned interest: Five Tenths)
23,700 million yen(Excluding acquisition cost, property taxes, city planning taxes and consumption
taxes)March 1, 2023
MORI TRUST CO., LTD.

(ii) Outline of property to be acquired
Location:
1-1 Toranomon 4-chome, Minato Ward, Tokyo (displayed address)
Usage:
Office building (Type of registry entry: office) (Note 1)
Acreage:
Site of one building: 16,131.84 m2
Total floor space:
One building: 196,037.12 m2
Exclusive portion owned by MTR: 7,595.44 m2 (Note 2)
Structure:
Steel-framed reinforced concrete, flat roofed/37 stories with 4 basement levels
Construction completion:
March 2020

(Note 1) The property to be acquired is a mixed-use building including office space, stores, medical facilities, a hotel and residences,
however, the real estate usage is the usage of the section to be acquired (office).
(Note 2) Area is the total area of the exclusively owned space on the 7th and 14th floors of the office section (No. 701 (3,797.72 m2) and
No. 1401 (3,797.72 m2)). The area of the exclusively owned space on the 14th floor multiplied by the co-owned interest (fivetenths) is 1,898.86 m2.

2.

Borrowing of Funds
MTR borrowed 19,500 million of long-term loans to meet funding requirements for the acquisition of a property (Kamiyacho
Trust Tower) and to increase cash on hand on March 1, 2023.
Outline of loans
Disclaimer:This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

7

Amount(Millions of yen)

Repayment date

Sumitomo Mitsui Banking
Corporation

1,500

February 27, 2026

SBI Shinsei Bank, Limited

1,000

February 27, 2026

The Chiba Bank, Ltd.

500

February 27, 2026

The Yamanashi Chuo Bank,
Ltd.

500

February 27, 2026

MUFG Bank, Ltd.

3,000

August 31, 2026

MUFG Bank, Ltd.

3,000

August 31, 2027

Resona Bank, Limited.

1,000

February 29, 2028

The Ashikaga Bank, Ltd.

1,000

February 29, 2028

Development Bank of Japan
Inc.

1,500

March 1, 2028

MUFG Bank, Ltd.

1,000

August 31, 2028

Mizuho Bank, Ltd.

1,000

February 28, 2029

Aozora Bank, Ltd.

1,000

February 28, 2029

Mizuho Trust & Banking co.,
Ltd.

1,000

February 28, 2029

Mizuho Bank, Ltd.

1,500

February 28, 2030

Sumitomo Mitsui Banking
Corporation

1,000

February 28, 2030

19,500－Classification

Long-term

LenderTotal

Loan type andrepayment
methodUnsecured/
non-guaranteed
Bullet payment－(vi) Forecasts of performance
MTR forecasts that performance in the fiscal period ending August 31, 2023 (from March 1, 2023 to August 31, 2023) andthe fiscal period ending February 29, 2024 (from September 1, 2023 to February 29, 2024) will be as follows.
Please refer to “Assumptions for Forecasts of Performance for the fiscal period ending August 31, 2023 (from March 1, 2023
to August 31, 2023) and the fiscal period ending February 29, 2024 (from September 1, 2023 to February 29, 2024)” below forfurther details of the assumptions of forecasts of performance.
Fiscal period ending
Fiscal period ending
August 31, 2023
February 29, 2024
Operating revenues

11,609 million yen

11,652 million yen

Operating income

6,311 million yen

6,913 million yen

Ordinary income

5,647 million yen

6,197 million yen

Net income

5,637 million yen

6,032 million yen

1,584 yen

1,600 yen

Distributions per unit

(Note 1) The above forecasts are based on certain assumptions and information currently available and are not a guarantee of actual
operating revenues, operating income, ordinary income, profitnet income and distributions per unit, and such may differ
according to circumstances occurring in the future.
(Note 2) The distributions for the fiscal period ending August 31, 2023 are based on the assumption of internal reserves reduction.
(Note 3) The distributions for the fiscal period ending February 29, 2024 are based on the assumption of internal reserves reduction andinternal reserves accumulation.

Disclaimer:This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

8

Assumptions for Forecasts of Performance for the Fiscal Period ending August 31, 2023 (from March 1, 2023 toAugust 31, 2023) and the Fiscal Period ending February 29, 2024 (from September 1, 2023 to February 29, 2024)
Item

Assumptions
・Fiscal period ending August 31, 2023 (March 1 through August 31, 2023, totaling 184 days)
Calculation period ・Fiscal period ending February 28, 2024 (September 1, 2023 through February 29, 2024, totaling 182
days)
・MTR assumes that the partial transfer of Shinbashi Ekimae MTR Building as well as the acquisition of
Sendai MT Building planned for August 31, 2023 and February 29, 2024 are reflected in the 22 properties
Portfolio properties
held as of April 20, 2023.
・The actual portfolio may change due to the acquisition or disposal/transfer of other properties.
Number of investment ・We assume 3,560,000 investment units issued and outstanding as of April 20, 2023. The number ofunits issued andinvestment issued and outstanding may change, however, for reasons such as the issuance of investment
units during the fiscal period.
outstanding
・The total amount is assumed to be 225,975 million yen, consisting of 152,500 million yen of interestbearing debt as of February 28, 2023, 53,975 million yen assumed in connection with the Merger on
March 1, 2023 and 19,500 million yen in borrowings made on March 1, 2023.
Interest-bearing debt ・MTR assumes that it will appropriate funds raised through refinancing to repay loans of 21,475 million
yen that will fall due during the fiscal period ending August 31, 2023. MTR assumes that it will
and refinancing
appropriate funds raised through refinancing and the issuance of investment corporation bonds to repay
loans of 19,500 million yen that will fall due during the fiscal period ending February 29, 2024, andredeem investment corporation bonds of 3,000 million yen.
・Concerning leasing business revenues, we take factors such as tenant movements into consideration.
・Shinbashi Ekimae MTR Building is assumed to be vacant during the fiscal period ending August 31,
2023, and the fiscal period ending February 29, 2024.
・Rents of four hotel properties with rents consisting mainly of variable rents (Shangri-La Tokyo, Hilton
Odawara Resort & Spa, Courtyard by Marriott Tokyo Station and Courtyard by Marriott Shin-Osaka
Station) included in rental revenues are calculated based on the following assumptions. Variable rent iscalculated mainly on the basis of management results in the previous year and in 2019, which was notaffected by COVID-19 infection, by the method set out in the lease agreement of each property, taking
into consideration factors for fluctuation such as recent hotel market conditions.

Operating revenue[Shangri-La Tokyo]
Variable rent in the fiscal period ending August 31, 2023: 808 million yen
Variable rent in the fiscal period ending February 29, 2024: 746 million yen
The variable rent for each month is amount calculated by multiplying the rent received from subtenantby tenant (hereinafter referred to as “subletting tenant rent” (Note)) for a month three months before themonth in question by 97%.
(Note) “Subletting tenant rent” is calculated by multiplying total revenue from the subtenant’s hotel
operations by a certain percentage. The percentage is not disclosed as the consent of the subtenant
has not been obtained.
(Reference)Minimum annual guaranteed rent (from April each year to March the following year (Note)):882,700,000 yen(Note) If the total amount of subletting tenant rent for the period from January to December each year isless than 910,000,000 yen (including if subletting tenant rent is not paid due to vacation by thesubletting tenant, etc.), rent is calculated on the basis that the subletting tenant rent for the period
is 910,000,000 yen (910,000,000 yen × 97% = 882,700,000 yen), and the difference (shortfall)
between this amount and the total amount of rent from April to March the following year is paid,
together with the rent for March the following year, no later than the last day of February thefollowing year.
[Hilton Odawara Resort & Spa]
Variable rent in the fiscal period ending August 31, 2023: 192 million yen
Variable rent in the fiscal period ending February 29, 2024: 200 million yen(Includes additional revenues of 2 million yen other than rent revenue which MTR receives from thelessee of Hilton Odawara Resort & Spa.)
The monthly rent for March to August each year is the amount (not less than 0 yen) equivalent to onetwelfth of the amount obtained when the sum total of the hotel’s base profit for the 12 months fromJanuary to December in the previous year is multiplied by 95%.
The monthly rent for September each year to February in the following year is the amount (not less than
0 yen) equivalent to one-twelfth of the amount obtained when the sum total of the hotel’s base profit forJuly in the previous year to June in the year in question is multiplied by 95%.
(Note) “Base profit” refers to the amount obtained by the following formula.
Base profit = The profit that the lessee earns from operating the hotel − The expenses that theDisclaimer:This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

9

lessee incurs from operating the hotel (the lessee’s insurance expenses, etc.)[Courtyard by Marriott Tokyo Station]
Variable rent in the fiscal period ending August 31, 2023: 240 million yen
Variable rent in the fiscal period ending February 29, 2024: 258 million yen
The variable rent for each month is amount (not less than 0 yen) calculated by multiplying adjusted
operating income by facility (Note) of the hotel for a month three months before the month in question
by 90%.
(Note) “Adjusted operating income by facility” refers to sales from hotel operations less hotel operating
expenses by department, unallocated operating expenses, fixed operating costs, and operating
expenses of hotel operator allocated to head office (only expenses related to the hotel).
(Reference)Minimum annual guaranteed rent (from October each year to September the following year
(Note): 310,000,000 yen(Note) If the total amount of rent (which is the rent for the entire property including the potion attributable
to the quasi-co-owner MORI TRUST CO., LTD. The same applies hereinafter to the property.)
for the period from October each year to September the following year is less than 310,000,000
yen, rent for the period in question is taken as 310,000,000 yen, and the difference (shortfall)
between this amount and the total amount of rent from October to September the following year
is paid, together with the rent for September the following year, no later than the last day of August
the following year. The difference from the minimum guaranteed rent includes the portion
attributable to the quasi-co-owner MORI TRUST CO., LTD. Only 93.5%, which is the quasi coownership interest in the property, of the entire difference from the minimum guaranteed rent isrecorded as operating income of MTR .
[Courtyard by Marriott Shin-Osaka Station]
Variable rent in the fiscal period ending August 31, 2023: 298 million yen
Variable rent in the fiscal period ending February 29, 2024: 266 million yen(Includes 53 million yen in the fiscal period ending August 31, 2023 and 4 million yen in the fiscal period
ending February 29, 2024, the difference from the minimum annual guaranteed rent.)
The variable rent for each month is amount (not less than 0 yen) calculated by multiplying adjusted
operating income by facility (Note) of the hotel for a month three months before the month in question
by 90%.
(Note)“Adjusted operating income by facility” refers to sales from hotel operations less hotel operating
expenses by department, unallocated operating expenses, fixed operating costs, and operating
expenses of hotel operator allocated to head office (only expenses related to the hotel). Only sales
and expenses relating to the accommodation of general users of the hotel are included in thecalculation of adjusted operating income by facility, in principle. Sales and expenses relating to
the accommodation of guests who are members of Laforet Club of the tenant, MORI TRUST CO.,LTD. food and beverages, parking facilities, etc. are not included.
(Reference)Minimum annual guaranteed rent (from October each year to September the following year
(Note 1): 460,000,000 yen(Note 1) If the total amount of rent for the period from October each year to September the following year
is less than 460,000,000 yen, rent for the period in question is taken as 460,000,000 yen, and thedifference (shortfall) between this amount and the total amount of rent from October to
September the following year is paid, together with the rent for September the following year,
no later than the last day of August the following year.
(Note 2) It is assumed that there will be a payment of difference (shortfall) between the minimum annual
guaranteed rent and the total amount of rent at the end of August 2023 since the total amount ofrent for the period from October 2022 to September 2023 is not expected to exceed 460,000,000
yen, and that there will be operating revenues of 53 million yen belonging to the fiscal period
ending August 31, 2023 and 4 million yen belonging to the fiscal period ending February 29,
2024.
・We estimate gain on sale of real estate of around 1,400 million yen during the fiscal period ending August
31, 2023 and 1,300 million yen during the fiscal period ending February 29. 2024 from the partial transfer
of Shinbashi Ekimae MTR Building.
・Operating revenues are calculated based on the assumption that there will be no delinquent or unpaid rentby the lessor, and that there will be no grace period for the payment of rent to the lessor or reduction ofrent, etc. associated with the spread of the COVID-19 infection.
・Concerning fixed property tax, city planning tax, depreciated asset tax, etc. for owned real estate in trust,the portion of the tax amount to be levied that corresponds to the relevant calculation period is recorded
as leasing business expenses. However, the amount equivalent to fixed property tax, city planning tax,
Operating expenses
etc. for the fiscal year of acquisition reimbursed to the previous owner at the time of acquisition of thereal estate, etc. is included in the cost of acquisition of the relevant real estate and is thus not recognized
as expenses in the relevant calculation period.
Disclaimer:This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

10

・Concerning repair expenses, the estimated amount required is recorded as expenses. However, the actual
repair expenses may significantly differ from the estimates since (i) an unforeseeable event may cause
damage to a building requiring emergency repair expenditure, (ii) in general, amounts vary according to
the fiscal period, and (iii) certain types of repair and maintenance expenses are not required in every fiscal
period.
・We estimate property and other taxes of 1,227 million yen for the fiscal period ending August 31, 2023
and 1,214 million yen for the fiscal period ending February 29, 2024.
・We estimate property management fees of 756 million yen for the fiscal period ending August 31, 2023
and 782 million yen for the fiscal period ending February 29, 2024.
・We estimate depreciation of 1,541 million yen for the fiscal period ending August 31, 2023 and 1,529
million yen for the fiscal period ending February 29, 2024.
・The merger-related expenses of 563 million yen are assumed to be incurred temporarily in connection with
the Merger.
・We estimate operations expenses other than leasing business expenses (asset management fees (excluding
the merger-related expenses), fees for the custody of assets, administrative service fees, etc.) of 660
million yen for the fiscal period ending August 31, 2023 and 612 million yen for the fiscal period ending
February 29, 2024.
・The Merger is expected to generate goodwill. In accordance with the Accounting Standard for Business
Combinations (ASBJ Statement No. 21, revised on September 13, 2013), the goodwill will be recorded as
Amortization ofan asset and amortized regularly on a straight-line basis over 20 years. The amount to be recorded as
goodwill
goodwill is 629 million yen, and amortization expenses related to goodwill are assumed to be 15 million
yen for the period ending August 31, 2023 and 15 million yen for the period ending February 29, 2024.
・We estimate non-operating expenses (loan interest, investment corporation bond interest, etc.) of 664
Non-operating
million yen for the fiscal period ending August 31, 2023 and 715 million yen for the fiscal period ending
expensesFebruary 29, 2024.
・Distributions (distribution per unit) are calculated based on the cash distribution policy set out in theInvestment Corporation’s Certificate of Incorporation.
・On calculating the distribution for the fiscal period ending August 31, 2023, MTR assumes reversal of a
portion worth 2 million yen (reserve for reduction entry of 1 million yen and relevant deferred tax
liabilities of 0 million yen) of the internal reserves to be accumulated under the application of the Special
Provisions for Taxation in Cases of Repurchase of Specified Assets.
・On calculating the distribution for the fiscal period ending February 29, 2024, MTR assumes reversal ofa portion worth 2 million yen (reserve for reduction entry of 1 million yen and relevant deferred tax
Distributions
liabilities of 0 million yen) of the internal reserves to be accumulated under the application of the Special
Provisions for Taxation in Cases of Repurchase of Specified Assets and the accumulation as internal
reserves of a portion worth 493 million yen(reserve for reduction entry of 338 million yen and relevant
deferred tax liabilities of 155 million yen) of gains on sales of real estate, etc. due to the partial transfer
of Shinbashi Ekimae MTR Building, which are expected to arise in the fiscal period ending February 29,
2024, under the application of Special Provisions for Taxation in Cases of Repurchase of Specified Assets.
・Distributions per unit may change due to a variety of factors, including changes in the assets underinvestment and changes in rental income as a result of changes in tenants, the occurrence of unforeseen
repairs, fluctuation in the number of issued investment units and financing.
Distributions in excess ・We currently have no plans to pay cash distributions in excess of earnings (distributions in excess ofof earnings per unit
earnings per unit).
・Our forecasts assume no revisions that impact on the above projections will be made to laws andOthersregulations, tax systems, accounting standards, securities listing regulations and the rules of The
Investment Trusts Association, Japan, or others.

Disclaimer:This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

11

(B) Investment Risk
The following risks are changed and added to the "Investment Risks" in the most recent Securities Report (filed on December
23, 2022).
(1) Risks associated with the merger with MTH
The Investment Corporations has judged that building a portfolio equipped with stability of office assets and growth potentialof hotel assets through the Merger and returning to a growth path by leveraging the sponsor support will lead to further
improvement of the unitholder value; therefore, executed the Merger effective as of March 1, 2023.
However, there is no guarantee that the above effects expected from the Merger will be realized, and there is a possibility thatthe anticipated benefits will not be realized or, alternatively, that MTR's financial condition, etc. will be adversely affected inrelation to the assets and liabilities under management succeeded to through the Merger and that unitholders or investment
corporation creditors will suffer damages.
As of April 20, 2023, no financial statements exist for the post-merger operating period. The simple aggregate of the operating
results and financial condition of MTR and MTH prior to the Merger does not fairly represent the operating results and financial
condition of MTR after the Merger.
(2) Risks related to goodwill and amortization of goodwill
The Merger may result in goodwill, which will be amortized regularly on a straight-line basis over 20 years for accounting
purposes. Amortization of goodwill is not deductible for tax purposes, resulting in income tax expense and a decrease inaccounting profit, which is the source of dividends. The amount of distributable profit (or distributable amount) for the dividend
payment requirement is calculated based on pre-tax income for accounting purposes, and if a large amount of corporate tax isincurred, MTR may not be able to distribute more than 90% of its distributable profit (or distribute more than 90% of its
distributable amount), making it difficult to meet the dividend payment requirement. As a result, MTR's tax burden will increase,which may have an adverse effect on the amount of distributions to unitholders.
In addition, depending on the future treatment of interpretation and operation of laws and regulations concerning the treatmentof goodwill, MTR's activities may be subject to unforeseen restrictions, or MTR's tax burden may increase, which may adversely
affect MTR's income and distributions to unitholders.

Disclaimer:This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

124. FINANCIAL STATEMENTS(1) Balance Sheets
Thousands of yen
As of September 30, 2022

As of February 28, 2023

AssetsCurrent assets
Cash and deposits
Cash and deposits in trust
Operating accounts receivable
Accounts receivable - otherPrepaid expenses
Other

16,534,395
3,089,760
77,534
86,346
15,44914,729,422
2,413,662
97,51328
55,63164,915

Total current assets

19,803,486

17,361,173

35,007,630(18,237,032)

34,742,923(18,302,773)

Non-current assets
Property, plant and equipment
Buildings
Accumulated depreciation

16,770,597

16,440,150

Structures

Buildings, net

443,976

443,960

Accumulated depreciation(413,582)(413,398)

30,39330,561

153,655(127,417)

128,457(105,502)

Machinery and equipment, net

26,237

22,955Tools, furniture and fixtures
Accumulated depreciation

111,307(87,823)

113,212(89,644)

Structures, net
Machinery and equipment
Accumulated depreciation

Tools, furniture and fixtures, net

23,48323,567

Accumulated depreciation

114,585,335
33,964,244(13,395,018)

109,001,394
35,354,628(13,931,696)

Buildings in trust, net

Land
Buildings in trust

20,569,225

21,422,932

Structures in trust

187,293

187,941

Accumulated depreciation(116,015)(119,677)

Structures in trust, net

71,277

68,264

Machinery and equipment in trust
Accumulated depreciation

66,552(8,450)70,137(10,557)

Machinery and equipment in trust, net

58,102

59,579Tools, furniture and fixtures in trust
Accumulated depreciation

102,790(69,394)

105,717(72,856)

Tools, furniture and fixtures in trust, net

33,39532,860Land in trust

153,798,827

157,795,399

Total property, plant and equipment

305,966,876

304,897,665

Intangible assets
Other

240

240

Total intangible assets

240

240

Disclaimer:This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

13

Thousands of yen
As of September 30, 2022

As of February 28, 2023

Investments and other assets
Guarantee deposits
Long-term prepaid expenses
Other

10,00066,8252,815

10,00057,8972,815

Total investments and other assets

79,64070,713306,046,756

304,968,618

58,984

68,950Total non-current assets
Deferred assets
Investment corporation bond issuance costs

58,984

68,950325,909,227

322,398,742

307,7096,000,000

220,285
6,000,000

Current portion of investment corporation bonds
Current portion of long-term loans payable
Accounts payable – otherAccrued expenses
Dividends payable
Income taxes payable
Accrued consumption taxes
Advances received
Deposits received

4,000,000
18,000,000
58,604430,289
8,073
867
233,884
809,224322

3,000,000
15,000,000
349,524444,375
7,955
718
61,744
814,808
214

Total deferred assets
Total assets
Liabilities
Current liabilities
Operating accounts payable
Short-term loans payable

Total current liabilities

29,848,976

25,899,627

Non-current liabilities
Investment corporation bonds
Long-term loans payable
Tenant leasehold and security deposits
Tenant leasehold and security deposits in trust
Deferred tax liabilities

11,000,000
117,000,000
7,555,628
918,125
514,820

11,000,000
117,500,000
7,698,469
943,131
631,732

Total non-current liabilities

136,988,574

137,773,333

Total liabilities

166,837,550

163,672,960

153,990,040

153,990,040

1,750,398

1,121,637

1,750,398

1,121,637

Unappropriated retained earnings

3,331,238

3,614,104

Total surplus

5,081,637

4,735,741

159,071,677

158,725,781

159,071,677

158,725,781

325,909,227

322,398,742

Net assets
Unitholders' equity
Unitholders' capital
Surplus
Voluntary retained earnings
Reserve for reduction entry
Total voluntary retained earnings

Total unitholders' equity
Total net assets
Total liabilities and net assets

Disclaimer:This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

14

(2) Statement of income
Thousands of yen
For the period

For the period

from April 1, 2022

from October 1, 2022

to September 30, 2022

to February 28, 2023

Operating revenue
Lease business revenue
Other lease business revenue
Gain on sale of investment property
Total operating revenue
Operating expenses
Expenses related to rent business
Asset management fee
Asset custody fee
Administrative service fees
Directors' compensations
Merger-related expenses
Other operating expenses
Total operating expenses

6,603,932
298,407-5,620,653
207,435
1,430,579

6,902,340

7,258,668

3,057,896
307,505
12,98745,0763,600
46,9502,710,417
275,258
10,82950,8423,000
61,36088,9833,474,016

3,200,691

3,428,323

4,057,976

Non-operating income
Interest income
Reversal of dividends payable

90
845

94
647

Total non-operating income

936

741

Interest expenses
Interest expenses on investment corporation bonds
Amortization of investment corporation bondissuance costs
other345,823
27,158291,515
24,397

8,874

7,679

3,886

3,376

Total non-operating expenses

385,741

326,968

Ordinary income

3,043,518

3,731,749

Profit before income taxes

3,043,518

3,731,749

Income taxes - current
Income taxes - deferred

881(288,601)

732
116,912

Operating income

Non-operating expenses

Total income taxes(287,720)

117,644

Profit3,331,238

3,614,104

Unappropriated retained earnings

3,331,238

3,614,104

Disclaimer:This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

15

(3) Statement of changes in Net Assets
For the six-month period ended September 30, 2022 (from April 1, 2022 to September 30, 2022)
Thousands of yen
Unitholders’ equity
Surplus

Balance at beginning ofcurrent period
Changes of items during
periodProvision of reserve for
reduction entry
Reversal of reserve for
reduction entry

Total unitholders’ Total net assets
equityVoluntary retained earnings

Unitholders’capitalUnappropriatedReserve for
Total voluntary retained earnings
reduction entry retained earnings (undisposed loss)

153,990,040

Total surplus

1,430,418

1,430,418

4,537,379

5,967,798

159,957,838

159,957,838

454,094454,094(454,094)---(134,114)(134,114)

134,114---

Dividends of surplus(4,217,400)(4,217,400)(4,217,400)(4,217,400)

Profit3,331,238

3,331,238

3,331,238

3,331,238

Total changes of items
during period-

319,979

319,979(1,206,140)(886,161)(886,161)(886,161)

Balance at end of current
period153,990,040

1,750,398

1,750,398

3,331,238

5,081,637

159,071,677

159,071,677

The accompanying notes form an integral part of these financial statements.

For the five-month period ended February 28, 2023 (from October 1, 2022 to February 28, 2023)
Thousands of yen
Unitholders’ equity
Surplus
Unitholders’capitalBalance at beginning ofcurrent period
Changes of items during
periodReversal of reserve for
reduction entry

Total unitholders’ Total net assets
equityVoluntary retained earnings

UnappropriatedReserve for
Total voluntary retained earnings
reduction entry retained earnings (undisposed loss)

153,990,040

Total surplus

1,750,398

1,750,398

3,331,238

5,081,637

159,071,677

159,071,677(628,761)(628,761)

628,761---

Dividends of surplus(3,960,000)(3,960,000)(3,960,000)(3,960,000)

Profit

3,614,104

3,614,104

3,614,104

3,614,104

Total changes of items
during period-(628,761)(628,761)

282,865(345,895)(345,895)(345,895)

Balance at end of current
period153,990,040

1,121,637

1,121,637

3,614,104

4,735,741

158,725,781

158,725,781

The accompanying notes form an integral part of these financial statements.

Disclaimer:This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

16

(4) Statement of Cash Distributions
Unit: yen
The Fiscal Period ended
September 30, 2022
(April 1, 2022 to September 30, 2022)

The Fiscal Period ended
February 28, 2023
(October 1, 2022 to February 28, 2023)

I. Unappropriated retained earnings
Ⅱ. Reversal of voluntary retained earnings

3,331,238,876

3,614,104,524

Reversal of reserve for reduction entry
Ⅲ. Distribution amount(Distribution amount per unit)
Ⅳ. Voluntary retained earnings
Provision of reserve for reduction entry

628,761,124
3,960,000,000(3,000)3,359,400,000(2,545)--

Ⅴ. Retained earnings carried forward
Calculation method of distribution amount-In accordance with Paragraph 1,
Article 29 of the Investment
Corporation’s Certificate ofIncorporation, MTR decided to
distribute the total balance ofunappropriated retained earnings after
deducting provision of the reserve for
reduction entry under Article 65-7 of the
Act on Special Measures Concerning
Taxation, the amount of which is3,359,400,000 yen.
In addition, MTR does not distributedividends in excess of accounting profit
as set forth in Paragraph 2, Article 29 of
the Investment Corporation’s Certificate
of Incorporation.

In accordance with Paragraph 1,
Article 29 of the Investment
Corporation’s Certificate ofIncorporation, MTR decided to
distribute the total balance ofunappropriated retained earnings after
adding the reversal of the reserve for
reduction entry under Article 66-2 of the
Act on Special Measures Concerning
Taxation, the amount of which is3,960,000,000 yen.
In addition, MTR does not distributedividends in excess of accounting profit
as set forth in Paragraph 2, Article 29 of
the Investment Corporation’s Certificate
of Incorporation.

Disclaimer:This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

17

(5) Statement of cash flows
For the period
from April 1, 2022
to September 30, 2022

Thousands of yen
For the period
from October 1, 2022
to February 28, 2023

Cash flows from operating activities
Profit before income taxes
Depreciation
Amortization of investment corporation bond issuance
costs
Interest income
Interest expenses
Decrease (Increase) in operating accounts receivable
Increase (Decrease) in operating accounts payable
Increase (Decrease) in accrued consumption taxes
Increase (Decrease) in advances received
Decrease due to sale of investment property
Other, net

3,043,518
1,116,153

3,731,749
914,440

8,874

7,679

(90)
372,981(35,671)(10,983)
125,207(104,045)(89,768)(94)
315,912(19,978)(10,954)(172,139)
5,584
5,829,179
73,655

Subtotal

4,426,175

10,675,035

Interest income received
Interest expenses paid
Income taxes paid

90(353,781)(892)

94(348,757)(881)

Net cash provided by operating activities

4,071,591

10,325,489(69,009)(80,198)(90,166)
160,283(16,911)(5,405,860)(122,170)
184,460(25,275)(8,391)

7,804

37,476(96,562)(5,331,397)

Proceeds from long-term loans payable
Repayments of long-term loans payable
Proceeds from issuance of investment corporation bonds
Redemption of investment corporation bonds
Payments for investment corporation bond issuance costs
Dividends paid

17,000,000(17,000,000)
2,000,000(12,457)(4,216,512)

6,000,000(8,500,000)
3,000,000(4,000,000)(15,045)(3,960,117)

Net cash used in financing activities(2,228,969)(7,475,163)

Net increase (decrease) in cash and cash equivalents

1,746,059(2,481,070)

Cash and cash equivalents at beginning of period

17,878,096

19,624,156

Cash and cash equivalents at end of period

19,624,156

17,143,085

Cash flows from investing activities
Purchase of property, plant and equipment
Purchase of property, plant and equipment in trust
Repayments of tenant leasehold and security deposits
Proceeds from tenant leasehold and security deposits
Repayments of tenant leasehold and security deposits intrust
Proceeds from tenant leasehold and security deposits intrust
Net cash used in investing activities
Cash flows from financing activities

Disclaimer:This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

18

5. Reference Information(1) Composition of assets
As of September 30, 2022
type

Real
property

Trust

RegionTotal of net
book value (Note 1)(Millions of yen)

As of February 28, 2023

Ratio tototal assets(Note 2) (%)

Total of net
book value (Note 1)(Millions of yen)

Ratio tototal assets(Note 2) (%)

Central Tokyo (Note 3)

108,04933.2

102,254

31.7

Other (Note 4)

23,386

7.2

23,263

7.2

Central Tokyo (Note 3)

140,41043.1

140,175

43.5

Other (Note 4)

34,11910.5

39,203

12.2

Subtotal

305,96693.9

304,897

94.6

19,942

6.1

17,501

5.4

325,909100.0

322,398

100.0

Other assets
Total(Note 1) “Total of net book value” is based on the amounts presented in the balance sheets (book value after depreciation for real estate and real estate in trust) as ofthe settlement date.
(Note 2) “Ratio to total assets” is rounded to the first decimal place.
(Note 3) “Central Tokyo” referrers to Chiyoda, Chuo, Minato, Shinagawa, Shibuya and Shinjuku Wards.
(Note 4) “Other” refers to greater Tokyo (Kanagawa, Chiba and Saitama Prefectures, and the Tokyo Metropolitan Area excluding central Tokyo) and other major
regional cities.

Disclaimer:This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

19

(2) Investment Assets
The total number of real estate properties held by MTR and real estate properties in trust associated with the real estate trust’s beneficiaryrights held by MTR as of February 28, 2023 was 17, and all such real estate is leased by MTR or trust fiduciaries based on trust contracts
in the case of real estate in trust.
(i) List of details of real estate and real estate in trust
The overview of real estate held by MTR and real estate trust’s beneficiary rights and real estate in trust, properties in trust subject to suchrights, as of February 28, 2023 is as follows (real estate, real estate trust’s beneficiary rights and real estate in trust, properties in trust
subject to such rights, are hereinafter individually or collectively referred to as the “Portfolio”).
Overview of the Portfolio
Property nameArea
(Note 1)

Location（Parcel number）(Note 1)

Land（㎡）

Building（㎡）Structure(Note 2)
/number offloors(Note 1)

Ownership form
Land Building

SRC・RC・S
Owned Owned
B4/37FTokyo Shiodome Building(Note 3)

1-12-1 Higashishinbashi, Minato-ku, Tokyo

17,847.73

191,394.06

ON Building (Note 4) (Note 5)5-746-1 Kitashinagawa,Tokyo, etc.

10,850.67

32,812.27

S・SRC
B2/21F

Owned Owned

Kioicho Building (Note 5) (Note 6)

3-3 Kioicho, Chiyoda-ku, Tokyo, etc.

9,291.93

63,535.55

SRC・S
B4/26F

Owned Owned

Kamiyacho Trust Tower (Note 5)(Note 7)

4-24-6 Toranomon, Minato-ku, Tokyo, etc.

16,131.84

196,037.12

S・RC
B4/37F

Owned Owned

Sendai MT Building(Note 5) (Note8)

4-2-3, Tsutsujigaoka, Miyagino-ku, Sendaishi, Miyagi

5,020.33

42,941.53

RC
B2/18F

Owned Owned

Osaki MT Building (Note 4)5-689-2 Kitashinagawa,Tokyo, etc.

13,852.74

26,980.68

Midosuji MTR Building (Note 5)

3-43-5 Awajimachi, Chuo-ku, Osaka City

1,560.98

15,129.16

Hiroo MTR Building (Note 5)

2-91-1, Ebisu, Shibuya-ku, Tokyo

1,671.79

6,709.80

Tenjin Prime (Note 5)

2-138 Tenjin, Chuo-ku, Fukuoka City, etc.

1,110.73

7,722.04

2,671.11

A-Wing：
11,636.35
B-Wing：13,550.87
Total：25,187.22

Shinagawa-ku,

Shinagawa-ku,

Kohoku-ku,

S・SRC
B3/14F
S・SRC
B2/13F
SRC
B1/7F
S・RC
B1/12F
A-Wing：SRC
B1/9F
B-Wing：S・SRC
B1/16F
S・SRC
B2/9F
S・SRC・RC
B2/8F
S
5F

Owned Owned
Owned Owned
Owned Owned
Owned Owned

Shin-Yokohama TECH Building(Note 9)3-9-1
Shinyokohama,
Yokohama City, etc.

SHIBUYA FLAG (Note 5)

81-11 Udagawacho, Shibuya-ku, Tokyo,
etc.

1,026.44

7,766.49

Shinbashi Ekimae MTR
Building(Note 10)2-28-2 Shinbashi, Minato-ku, Tokyo, etc.

1,069.88

7,820.45

Ito-Yokado Shonandai

6-2-1 Ishikawa, Fujisawa City, Kanagawa
Prefecture

35,209.93

53,393.66

Kohnan Sagamihara-Nishihashimoto

5-4-4
Nishihashimoto,
Sagamihara City

19,878.57

40,283.77

S
5F

Owned Owned

Frespo Inage (Note 5)731-17 Naganumaharacho, Inage-ku, Chiba
City

39,556.71

－

－

Owned

Midori-ku,

Owned Owned

Owned Owned
Owned Owned
Owned Owned

－

SRC・S
Owned Owned
B2/35F
RC
Park Lane Plaza
2-30-6 Jingumae, Shibuya-ku, Tokyo
1,702.95
5,246.78
Owned Owned
B1/7F(Note 1) “Location (Parcel number)”, “Area” and “Structure/number of floors” present the details stated in real estate registries.
(Note 2) In “Structure”, “SRC” means steel-framed reinforced concrete construction, “RC” means reinforced construction and “S” means steel construction.
(Note 3) The land area of Tokyo Shiodome Building is the area of land jointly owned by MTR, and it includes the area of co-owned interest jointly owned by MTR
with other co-owners. In the relevant land, MTR’s co-owned interest is a ratio of 375,178/1,000,000. Moreover, Tokyo Shiodome Building is a co-ownedbuilding, and the floor area of 71,806.84m2 is calculated by multiplying MTR’s co-owned interest (ratio of 375,178/1,000,000) by the total floor space.
(Note 4) The land area of ON Building is the total area (10,850.67m2) of the 3 sections of land in which trust fiduciaries for whom MTR is the sole trust beneficiary
own a co-owned interest, and the trust fiduciaries own a co-owned interest of 840,139/1,000,000. The co-owned interest other than the one owned by thetrust fiduciaries is owned by MTR as the site of Osaki MT Building. As a result, the 3 sections of land in question (total area of 10,850.67m2) are statedseparately as part of the land area of Osaki MT Building and the land area of ON Building. Moreover, the land area of the Osaki MT Building is the total
area of all the 17 sections of land that MTR owns or jointly owns, which includes the co-owned interest of other co-owners. Of all the 17 sections of landin question, 13 sections of land (total area of 2,880.79m2) are solely owned by MTR. As for one section of land (area of 121.28m2), MTR owns a co-owned
interest of 1/5 and, as for the 3 sections of land (total area of 10,850.67m2), MTR owns a co-owned interest of 159,861/1,000,000. In addition, Osaki MT
Building is a co-owned building, and the floor area of 24,495.21m2 is calculated by multiplying MTR’s co-owned interest (ratio of 907,880/1,000,000) by
the total floor space.
(Note 5) Of the 17 properties listed above, ON Building, Kioicho Building, Kamiyacho Trust Tower, Sendai MT Building, Midosuji MTR Building, Hiroo MTR
Hotel Okura Kobe (Note 5)48-1 Hatobacho, Chuo-ku, Kobe City, etc.

Disclaimer:

30,944.44

72,246.86

This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

20

Building, Tenjin Prime, SHIBUYA FLAG, Frespo Inage and Hotel Okura Kobe have been categorized as real estate in trust, and the other 7 properties havebeen categorized as real estate. In addition, real estate in trust associated with Frespo Inage is only land, and the building is not included.
(Note 6) The land area of Kioicho Building is the total area of the 8 sections of land, the site of the relevant building, and it includes the interest of other owners(partial ownership). Of the 8 sections of land in question, 5 sections of land (total area of 7,433.52m2) are solely owned by a trust fiduciary for whom MTR
is the sole trust beneficiary. MTR has acquired sectional ownership of the Kioicho Building. The total floor space stated is the total floor space for the
portion of one building that represents the sectional ownership. The exclusive portion of the floor space owned by a fiduciary of the trust in which MTR is
the sole beneficiary is 24,598.85 m2.
(Note 7) The land area of Kamiyacho Trust Tower is the total of 14 plots comprising the site of the building, including leased land. The building of Kamiyacho
Trust Tower is sectionally owned and the building area indicated is the total floor area of one building. The floor area for exclusive use owned by the trust
fiduciary having MTR as the only trust beneficiary is 7,595.44 m2.
(Note 8) The land area of the Sendai MT Building is the total area of all four parcels of land that are the site of the building in question, and is the so-called partial
ownership land consisting of the land owned solely by MORI TRUST CO., LTD. and other co-owners who had co-owned interest of the building. A trust
fiduciary, whose sole trust beneficiary is MTR currently holds a co-owned interest of 90,845/300,000 in the land owned solely by MORI TRUST CO., LTD.
The Sendai MT Building is a co-owned building of MORI TRUST CO., LTD. and a trust fiduciary, whose sole trust beneficiary is MTR, and a trust fiduciary,
whose sole trust beneficiary is MORI TRUST CO. LTD. The total floor space multiplied by the co-owned interest of the trust fiduciary, whose sole trust
beneficiary is MTR (90,845/300,000) is 13,003.41 m2.
(Note 9) Shin-Yokohama TECH Building is real estate that is comprised of two buildings, A-Wing and B-Wing, and the site for the buildings.
(Note 10) The land area of the Shinbashi Ekimae MTR Building is the total area of all 11 lots, which is the site of the building in question, with MTR holding a
two-thirds co-owned interest and a trust fiduciary, whose sole trust beneficiary is MORI TRUST CO. LTD. holding one-third co-owned interest. The
Shinbashi Ekimae MTR Building is a co-owned building, and the total floor space multiplied by MTR's co-owned interest (two-thirds) is 5,213.63m2.

Disclaimer:This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

21

Categories, prices and investment ratios of the Portfolio

RegionUse(Note 1)

Officebuilding

CentralTokyo

Retailfacility

Other

Book
DirectDiscounted cash
End-ofvalue at
reductionflow
Acquisition
periodthe endmethod(DCF) method
Priceappraisalof
Property namevalue
(Note 2)
fiscal(Millions of(Note 3)
Discount Terminal
periodCap rateyen)(Millions ofrate
cap rate(Millionsyen)of yen)82,53974,666
81,400
3.2%
3.1%
3.2%
Tokyo Shiodome Building(Note 5)Retailfacility

Other

Rich Appraisal
Institute K.K.

25.5%

Japan Real Estate
Institute

12.3%

39,90038,73536,200

3.3%

3.0%

3.4%

Kioicho Building

34,30032,88538,400

3.1%

2.9%

3.3%

Kamiyacho Trust Tower

27,960(Note 6)27,86332,3002.5%

2.4%

Osaki MT Building

14,386(Note 7)

12,841

17,800

3.2%

2.9%

3.3%

Japan Real Estate
Institute

4.4%

Hiroo MTR Building

8,100

8,316

8,420

3.6%

3.4%

3.8%

Daiwa Real EstateAppraisal Co.,
Ltd.

2.5%

Subtotal

207,186

195,308

214,520SHIBUYA FLAG

32,04032,374

41,100

3.2%

3.0%

3.3%

Japan Real Estate
Institute

9.9%

12,000(Note 8)

11,65814,500

3.6%

3.4%

3.8%

Chuo-Nittochi
Solutions Co., Ltd.

3.7%

Subtotal

44,04044,03355,600Park Lane Plaza

3,200

3,088

4,290

Subtotal

3,200

3,088

4,290

－

1.0%

254,426

242,429

274,410－

78.5%

Shinbashi
Building

EkimaeMTR

Daiwa Real EstateAppraisal Co.,Ltd.
Daiwa Real Estate
2.6%
Appraisal Co.,
Ltd.

13.6%

－
4.0%

3.0%

8.6%

64.0%

－

3.3%

10.6%

Chuo-Nittochi
Solutions Co., Ltd.

Daiwa Real Estate
4.7%
Appraisal Co.,Ltd.
Daiwa Real Estate
3.7%
Appraisal Co.,
Ltd.

1.0%

Sendai MT Building

5,266(Note 9)

5,297

5,270

4.5%

4.3%

Midosuji MTR Building

10,170

9,839

11,100

3.5%

3.3%

7,050
(Note 10)

6,635

10,200

3.5%

3.3%

3.6%

Japan Real Estate
Institute

2.2%

Shin-Yokohama
TECH Building

6,900

6,595

8,440

4.4%

4.2%

4.7%

Chuo-Nittochi
Solutions Co., Ltd.

2.1%

Subtotal

29,38728,36735,010

Ito-Yokado Shonandai

11,6009,619

11,700

5.3%

5.0%

5.5%

Japan Real Estate
Institute

3.6%

Kohnan SagamiharaNishihashimoto

7,460

7,048

8,190

5.4%

5.1%

5.6%

Japan Real Estate
Institute

2.3%

Frespo Inage

2,100(Note 11)

2,193

2,610

－
(Note 12)7.9%

－ Japan Real Estate
Institute(Note 13)0.6%

Subtotal

21,16018,861

22,500Hotel Okura Kobe

19,00015,23816,900Subtotal

19,00015,23816,900－5.9%

Subtotal

69,54762,46774,410

－

21.5%

Total

323,973304,897

348,820－100.0%

Tenjin Prime

Other

Investment
ratio(Note 4)

ON Building

Subtotal

Officebuilding

Appraiser

6.5%

－
4.7%

5.0%

3.1%

9.1%

－

4.9%

1.6%

Rich Appraisal
Institute K.K.

5.9%

(Note 1) The attribution of properties that have more than one use is judged based on their main use. Tokyo Shiodome Building, Kamiyacho Trust Tower andDisclaimer:This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

22

Kioicho Building are categorized as “Office building”, which is the main use of the buildings, and SHIBUYA FLAG is categorized as “Retail facility”,
which is the main use of the building. The same applies thereafter.
(Note 2) The “Acquisition price” stated is the amount (sales prices stated in sales contracts, etc.) that does not include various expenses (sales commission charges,
property and other taxes, etc.) that were incurred when the relevant Portfolio was acquired. The same applies thereafter.
(Note 3) The “End-of-period appraisal value” stated is the value that was calculated based on the capitalization method (based on the price as of February 28, 2023)
by real estate appraisers in accordance with MTR’s rules and the Investment Corporation Calculation Rules (Cabinet Office Ordinance No. 47, 2006;
including revisions thereafter).
(Note 4) The “Investment ratio” is the ratio of the acquisition prices of each asset against the total acquisition price of the Portfolio, and is rounded to the firstdecimal place.
(Note 5) The acquisition price of Tokyo Shiodome Building indicated is equivalent to 37.5178% of the co-ownership interest held by MTR as of February 28, 2023,
out of 110,000 million yen, which is the acquisition price of 50% of the co-ownership interest of the property concerned, due to the sale of 6.2411% coownership interest on July 1, 2021, and the sale of 6.2411% co-ownership interest on October 1, 2021.
(Note 6) The acquisition price of the Kamiyacho Trust Tower stated is the total amount of the acquisition prices on July 1, 2021 (13,980 million yen), October 1,
2021 (13,980 million yen).
(Note 7) The acquisition price of the Osaki MT Building stated is the total amount of the acquisition prices on March 31, 2005 (7,870 million yen), October 28,
2005 (5,656 million yen) and January 30, 2015 (860 million yen).
(Note 8) The acquisition price of Shinbashi Ekimae MTR Building stated is the amount equivalent to two-thirds of 18,000 million yen, the acquisition price of theentire property in question, because one-third of the co-ownership interest was transferred on February 28, 2023.
(Note 9) Sendai MT Building will be acquired in three separate acquisitions, and the acquisition price for the first acquisition on February 28, 2023 is listed.
(Note 10) The acquisition price of the Tenjin Prime stated is the total amount of the acquisition prices on July 12, 2012 (6,940 million yen), December 1, 2021 (110
million yen).
(Note 11) The acquisition price of Frespo Inage stated is the amount equivalent to 50% of 4,200 million yen, the acquisition price of the entire property in question,
because 50% of the land in trust was transferred on February 29, 2012.
(Note 12) The direct capitalization method is not adopted for Frespo Inage.
(Note 13) The terminal cap rate of Frespo Inage has not been stipulated.

Disclaimer:This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

23

(ii) Details of the situation of leasing of the Portfolio
The situation of leasing of the Portfolio held by MTR as of February 28, 2023 is as follows.
Of the Portfolio held by MTR, the property in the Portfolio whose rental revenues account for 10% of the total rental revenuesof the entire Portfolio or higher in the fiscal period ended February 28, 2023 (five months from October 1, 2022 to February 28,2023) is 4 properties, Tokyo Shiodome Building, ON Building, Kioicho Building and SHIBUYA FLAG.
Situation of leasing of the Portfolio
RegionRentalrevenues(Note 1)
(Millions of yen)

Ratio tototal rental
revenues
ratio(Note 2)

Rentablearea(Note 3)(㎡)

Rent
area
(Note 4)(㎡)

860

14.8%

71,806.84

71,806.84

1(18)(Note 6)(Note 6)

20,654.60

20,654.60

1

Kioicho Building (Note 7)

860

14.8%

24,748.48

24,203.55

40(71)

Kamiyacho Trust Tower (Note 8)

454

7.8%

7,702.54

7,702.54

1(７)

Osaki MT Building (Note 9)

287

4.9%

24,495.21

24,495.21

1(13)

Hiroo MTR Building (Note 10)

144

2.5%

4,946.36

4,571.72

8(Note 6)(Note 6)

5,983.86

5,983.86

3

Shinbashi Ekimae MTR Building

0

0.0%

5,370.00

0.00

0Park Lane Plaza (Note 11)

90

1.6%

4,443.03

4,295.99

17

Sendai MT Building (Note 12)

1

0.0%

13,003.41

13,003.41

1(45)

Midosuji MTR Building (Note 13)

254

4.4%

15,129.16

15,129.16

1(32)

Tenjin Prime (Note 10)

210

3.6%

5,990.40

5,990.40

13

Shin-Yokohama TECH Building

235

4.0%

18,117.03

14,124.38

18

Ito-Yokado Shonandai

312

5.4%

53,393.66

53,393.66

1

Kohnan SagamiharaNishihashimoto(Note 6)(Note 6)40,283.77

40,283.77

1Frespo Inage

103

1.8%

39,556.71

39,556.71

1

Hotel Okura Kobe

524

9.0%

72,246.86

72,246.86

1

Use

Property nameTokyo Shiodome Building(Note 5)
ON Building

Officebuilding
Central Tokyo

SHIBUYA FLAG (Note 10)

RetailFacility
Other

Officebuilding

Total numberoftenants

Other
Retailfacility

Other

109
(250)
(Note 1) “Rental revenues” stated are rental revenues (rent, common charges, other rental revenues, etc.) for the fiscal period ended February 28, 2023 fiscal period.
(Note 2) The “Ratio to total rental revenues” is rounded to the first decimal place.
(Note 3) The “Rentable area” includes a rentable area that is able to be used for use other than the main use in question (offices, stores, warehouses, etc.), in addition
to the rentable area that is able to be used for leasing, the main use of the Portfolio, and the “Rentable area” stated is the total area of the areas as describedabove (including common areas, etc. that are leased). The area of the Tokyo Shiodome Building stated is the area calculated by multiplying MTR’s coowned interest (375,178/1,000,000) by the total rentable area of the building (191,394.06m2). In addition, the area of the Osaki MT Building stated is thearea calculated by multiplying MTR’s co-owned interest (907,880/1,000,000) by the total rentable area of the building (26,980.68m2). The area of the
Shinbashi Ekimae MTR Building stated is the area calculated by multiplying MTR’s co-owned interest (2/3) by the total rent area of the building(8,050.00m2). The total leasable area of Sendai MT Building represents the leasable area of the building (42,941.53m2) multiplied by the co-ownershipinterest of the trust fiduciary, whose sole trust beneficiary is MTR (90,845/300,000).
(Note 4) The “Rent area” stated is the area that includes the rentable area and the area for which lease contracts are actually concluded and the property is leased.
The area of the Tokyo Shiodome Building stated is the area calculated by multiplying MTR’s co-owned interest (375,178/1,000,000) by the total rent areaof the building (191,394.06m2). The area of the Osaki MT Building stated is the area calculated by multiplying MTR’s co-owned interest (907,880/1,000,000)
by the total rent area of the building (26,980.68m2). The total leasable area of Sendai MT Building represents the leasable area of the building (42,941.53m2)
multiplied by the co-ownership interest of the trust fiduciary, whose sole trust beneficiary is MTR (90,845/300,000).
(Note 5) A master lease agreement, under which rent income is linked to rents under sublease agreements, is used for the office and store sections, and a master
lease agreement specifying a fixed rent is used for the hotel section of Tokyo Shiodome Building. The numbers in parentheses of the total number of tenantsof the property represent the total number of tenants based on sublease agreements for the office and store section and that based on the master leaseagreement for the hotel section.
(Note 6) The “Rental revenues” and the “Ratio to total rental revenues” of the ON Building, SHIBUYA FLAG and Kohnan Sagamihara-Nishihashimoto are not
Total (Note 14)5,828Disclaimer:

100.0%

427,871.92

417,442.66

This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

24

disclosed because the agreements of the tenants about disclosing rents have not been able to be obtained.
(Note 7) Regarding the office portion of the Kioicho Building, MTR leases the office portion of the Kioicho Building from a fiduciary trust company under amaster lease agreement and subleases it to tenants. Regarding the residential portion, the agreement used is the master lease pass-through model. The total
number of tenants of the relevant properties stated above is that under the sublease agreement for the office portion and the master lease agreement for the
residential portion. The figure in brackets for the total number of tenants is the total number of tenants based on the sublease agreements of the office andresidential portions of the building.
(Note 8) A master lease agreement, under which rent income is linked to rents for joint management units, is used for Kamiyacho Trust Tower, and the number inparentheses of the total number of tenants of the property is the total number of tenants of the joint management units. Joint management is the system inwhich 25 floors from the sixth to the 30th floors are designated as joint management units, each unit owner signs a lease agreement with MORI TRUST
CO., LTD., designating the unit owner as the lessor and MORI TRUST CO., LTD. as the lessee, and the lessee subleases each floor as a joint management
unit. The lessee distributes the total income generated from these joint management units according to interest ratios based on the exclusively owned area
owned by each unit owner.
(Note 9) A master lease agreement under which rent income is linked to rents under a sublease agreement has been concluded for Osaki MT Building. The figure
in brackets for the total number of tenants of the building is the total number of tenants based on the sublease agreements.
(Note 10) MTR leases the land and building of Hiroo MTR Building, SHIBUYA FLAG and Tenjin Prime from a fiduciary trust company under a master leaseagreement and subleases it to tenants. The total number of tenants of the above properties is that under the sublease agreements.
(Note 11) At Park Lane Plaza, if lease contracts for more than one residential unit are concluded with one tenant, the number of residential units is counted as thenumber of tenants.
(Note 12) A master lease agreement under which rent income is linked to rents under a sublease agreement has been concluded for Sendai MT Building. The figure
in brackets for the total number of tenants of the building is the total number of tenants based on the sublease agreements.
(Note 13) The agreement used for the Midosuji MTR Building is the master lease pass-through model. The figure in brackets for the number of tenants of thebuilding is the total number of tenants based on the sublease agreements.
(Note 14) The numbers in parentheses of the total number of tenants represent the total numbers of tenants based on sublease agreements for Kioicho Building,
Osaki MT Building, Sendai MT Building, and Midosuji MTR Building and the overall number of tenants in all joint management units for Kamiyacho
Trust Tower. The total number of tenants in Tokyo Shiodome Building represents that based on Note 5.

Disclaimer:This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

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Occupancy rate of the Portfolio
RegionUse

2023

Property name

2022

2021

2020

2019

2018

Tokyo Shiodome Building(Note 2)End ofFeb.
100.0(70.8)End ofSep.
100.0(66.5)End ofMar.
100.0(61.3)End ofSep.
100.0(53.5)End ofMar.

End ofSep.

End ofMar.

End ofSep.

End ofMar.

End of
Sep.

100.0

100.0

100.0

100.0

100.0

100.0

ON Building

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

97.8
(95.6)
100.0(99.3)
100.0(88.3)

94.5(92.6)
100.0(99.3)
100.0(95.6)

96.3(95.6)
100.0(99.3)
100.0(95.2)

89.7(89.7)
100.0(97.3)
100.0(85.8)

90.8(89.5)

99.9(98.7)

99.9(98.7)

99.9(98.5)

99.9(99.9)

99.9(99.9)

－

－

－

－

－

－

100.0
(85.0)

100.0(99.1)

100.0(97.8)

100.0(91.8)

100.0(91.8)

100.0(100.0)

92.4

100.0

87.5

87.5

100.0

100.0

100.0

100.0

100.0

84.2

99.4
(85.9)

99.1(84.8)

99.0(82.8)

98.0(75.1)

98.7(97.1)

99.9(99.7)

99.9(99.6)

99.9(99.0)

99.9(99.3)

99.5(99.5)

100.0

100.0

100.0

92.2

92.2

100.0

100.0

100.0

100.0

100.0

0.0

0.0

0.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

Subtotal

52.7

42.6

42.6

96.7

96.7

100.0

100.0

100.0

100.0

100.0

Park Lane Plaza

96.7

96.8

100.0

100.0

95.9

100.0

92.9

95.9

100.0

100.0

Subtotal

96.7

96.8

100.0

100.0

95.9

100.0

92.9

95.9

100.0

100.0

96.2
Subtotal (Note 7)(83.4)
Sendai MT Building (Note 100.0(99.9)
8)
Midosuji MTR Building 100.0
Office(100.0)(Note 9)building
Tenjin Prime (Note 6)
100.0

94.5
(80.8)

94.4(79.2)

98.0(78.1)

98.5(97.0)

99.9(99.7)

99.8(99.5)

99.9(99.0)

99.9(99.3)

99.6(99.5)

－

－

－

－

－

－

－

－

－

100.0
(100.0)100.0(100.0)100.0(96.4)

100.0

100.0

89.1

Officebuilding

Kioicho Building (Note 3)
Kamiyacho Trust Tower(Note 4)
Osaki MT Building (Note 5)
Hiroo MTR Building(Note 6)
Subtotal(Note 7)

CentralTokyo

Retailfacility

Other

SHIBUYA FLAG (Note 6)
Shinbashi
Building

EkimaeShin-Yokohama
TECH Building

Retailfacility

Other

100.0
(96.4)

100.0(100.0)100.0(100.0)100.0(95.6)

100.0(98.4)

100.0(100.0)

100.0

100.0

100.0

100.0

100.0

100.0

78.0

71.7

59.9

100.0

100.0

100.0

100.0

100.0

98.7

98.7

92.4
(90.5)

86.9(83.9)

81.4(78.7)

100.0(100.0)100.0(98.7)

100.0(99.5)

100.0(100.0)100.0(100.0)99.4(99.3)

97.7(96.3)

Ito-Yokado Shonandai

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

Kohnan SagamiharaNishihashimoto

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

Frespo Inage

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

Subtotal

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

Subtotal (Note 7)
Other

MTR

Hotel Okura Kobe
Subtotal

98.5
97.9
97.0
100.0
100.0
100.0
100.0
100.0
99.9
99.6
Subtotal (Note 7)(98.4)(97.7)(96.9) (100.0)(99.8)(99.9) (100.0) (100.0)(99.9)(99.5)
99.1
99.9
97.6
96.5
96.0
99.3
99.9
99.9
99.9
99.6
Total (Note 7)(91.9)(99.9)(93.1)(91.6)(90.5)(98.6)(99.8)(99.6)(99.7)(99.5)(Note 1) The “Occupancy rate” is rounded to the first decimal place. The occupancy rate stated for each Portfolio is the percentage of the total rented area out of
the total rentable area. The subtotal of the occupancy rate for each category (or the total occupancy rate of the entire Portfolio) is the percentage of thesubtotal (or the total) rented area out of the subtotal (or the total) rentable area. The subtotal and total occupancy rates stated are the rates based on the
Portfolio held by MTR as of the end of each fiscal period. If the result of rounding is 100.0%, however, the rate is indicated as 99.9% by rounding down thesecond decimal place to the nearest first decimal place.
(Note 2) A master lease agreement, under which rent income is linked to rents under sublease agreements, has been used for the office and store sections, and amaster lease agreement specifying a fixed rent has been used for the hotel section of Tokyo Shiodome Building since April 1, 2021. Therefore, the numbers
in parentheses of the occupancy rates of the properties after September 30, 2021, represent occupancy rates based on sublease agreements for the office andstore section and occupancy rates based on the master lease agreement for the hotel section.
(Note 3) Regarding the office portion of the Kioicho Building, MTR leases the office portion of the Kioicho Building from a fiduciary trust company under amaster lease agreement and subleases it to tenants. Regarding the residential portion, the agreement used is the master lease pass-through model. The
occupancy rates of the relevant properties stated above are those under the sublease agreement for the office portion and the master lease agreement for the
residential portion. The figures in brackets for the occupancy rates are the occupancy rates based on the sublease agreements of the office and residential
portions of the building.
(Note 4) A master lease agreement, under which rent income is linked to the rents for joint management units, is used for Kamiyacho Trust Tower, and the number
in parentheses of the occupancy rate of the property is the occupancy rate of the entire joint management units.
(Note 5) A master lease agreement under which rent income is linked to rents under a sublease agreement has been concluded for Osaki MT Building. The figuresin brackets for the occupancy rates of the building are the occupancy rates of tenants based on the sublease agreements.
(Note 6) MTR leases the land and building of Hiroo MTR Building, SHIBUYA FLAG and Tenjin Prime from a fiduciary trust company under a master leaseagreement and subleases it to tenants. The occupancy rates of the above properties are those under the sublease agreements.
(Note 7) The numbers in parentheses of subtotal and total occupancy rates represent occupancy rates based on sublease agreements for Kioicho Building, Osaki

Disclaimer:This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

26

MT Building, Sendai MT Building, and Midosuji MTR Building and the occupancy rate calculated based on the occupancy rate of the entire joint
management units for Kamiyacho Trust Tower. The occupancy rate of Tokyo Shiodome Building after September 30, 2021, was calculated according toNote 2.
(Note 8) A master lease agreement under which rent income is linked to rents under a sublease agreement has been concluded for Sendai MT Building. The figuresin brackets for the occupancy rates of the building are the occupancy rates of tenants based on the sublease agreements.
(Note 9) The agreement used for the Midosuji MTR Building is the master lease pass-through model. The figures in brackets for the occupancy rates of the building
are the occupancy rates based on the sublease agreement.

Disclaimer:This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

27

Disclaimer:This report contains translations of selected information described in the Financial Release (Kessan-Tanshin) prepared under the timelydisclosure requirements of the Tokyo Stock Exchange, and portions of the Financial Statements and the Performance Information Reportfor the fiscal period ended February 28, 2023 from October 1, 2022 to February 28, 2023, of MORI TRUST REIT, Inc. (MTR),
prepared pursuant to the Law Concerning Investment Trusts and Investment Corporations of Japan.
This English language document was prepared solely for the convenience of and reference by investors and neither corresponds to theoriginal Japanese documents nor is intended to constitute a disclosure document. The Japanese language Kessan-Tanshin and the
Financial Statements and the Performance Information Report for the aforementioned should always be referred to as originals of thisdocument.
English terms for Japanese legal, accounting, tax and business concepts used herein may not be precisely identical to the concepts of theequivalent Japanese terms. With respect to any and all terms herein, including without limitation, financial statements, if there exist any
discrepancies in the meaning or interpretation thereof between the original Japanese documents and English statements contained herein,
the original Japanese documents will always govern the meaning and interpretation.
None of MTR, MORI TRUST Asset Management Co., Ltd. (MTAM) or any of their respective directors, officers, employees, partners,
shareholders, agents or affiliates will be responsible or liable for the completeness, appropriateness or accuracy of English translations or
the selection of the portion(s) of any document(s) translated into English. No person has been authorized to give any information or
make any representations other than as contained in this document in relation to the matters set out in this document, and if given or
made, such information or representation must not be relied upon as having been authorized by MTR, MTAM or any of their respective
directors, officers, employees, partners, shareholders, agents or affiliates.
The financial statements are a translation of the unaudited financial statements of MTR, that were prepared in accordance with generally
accepted accounting principles in Japan (Japanese GAAP) which may materially differ in certain respects from generally accepted
accounting principles and practices in other jurisdictions. In preparing the financial statements, certain reclassifications andmodifications have been made to the financial statements issued domestically in order to present them in a format that is more familiar
to readers outside Japan.
Certain provisions of this document contain forward-looking statements and information. We base these statements on our beliefs aswell as our assumptions based solely on certain limited information currently available to us. Because these statements reflect ourcurrent views concerning future events, these statements involve known and unknown risks, uncertainties and assumptions. These
forward-looking statements are not a guarantee of future performance and involve risks and uncertainties, and there are certain importantfactors that could cause actual results to differ, possibly materially, from expectations or estimates reflected in such forward-looking
statements, including without limitation: the general economy, market conditions, financial markets including the performance of thereal estate market, interest rate fluctuations, competition with our properties, and the impact of changing regulations or taxation.
MTR does not intend and is under no obligation to update any particular forward-looking statement included in this document. The
forward-looking statements contained in this press release speak only as of the date of release, and MTR does not undertake to update
those forward-looking statements to reflect events or circumstances occurring after the date of this release.

Disclaimer:This English language document is provided as a service and is not intended to be an official statement. Should a discrepancy be found,the Japanese original will always govern the meaning and interpretation.

28