November 9, 2020
For Immediate Release

Infrastructure Fund Issuer
Takara Leben Infrastructure Fund, Inc.
Representative:
Masahide Kikuchi,
Management Company
Takara Asset Management Co., Ltd.
Representative:
Mamoru Takahashi,Contact:
Masahide Kikuchi,

Executive Director
Securities Code: 9281

President & CEO
Vice President
TEL: +81-3-6262-6402

Notice Concerning Issuance of New Investment Units and Secondary Offering of Investment Units as“Green Equity”
Takara Leben Infrastructure Fund, Inc. (hereinafter referred to as the “Investment Corporation” or “TIF”) hereby
announces that it resolved at the Board of Directors meeting held November 9, 2020 concerning issuance of new
investment units and secondary offering of investment units as “Green Equity” (Note), as described below.
(Note) As described in the “Notice Concerning Grading for Green Finance Framework “Green1(F)”” announced
as of November 9, 2020, the Investment Corporation received a green rating for the green financeframework from Japan Credit Rating Agency, Ltd. (defined in <Reference> “4. Amount of Funds to be
Financed, Specific Use of Proceeds and Scheduled Timing of Expenditure (2) Use of Proceeds andscheduled timing of expenditure” below.). The Investment Corporation will issue the investment unit inaccordance with the green finance framework for which it has obtained such an evaluation (the investment
unit published under the green finance framework is entitled “Green Equity” and may be designated bysuch designation.).
1. Issue of New Investment Units through public offering (Public Offering)(1)
Total number of investment 25,500 units
units to be offered:(2)

Paid-in amountTo be determined(issue amount)

The paid-in amount (issue amount) will be determined at the Board of
Directors meeting of the Investment Corporation to be held on a date
between November 16, 2020 (Monday) and November 18, 2020
(Wednesday) (hereinafter the “Pricing Date”) in accordance with themethod stated in Article 25 of the Regulations Concerning Underwriting
etc. of Securities stipulated by the Japan Securities Dealers Association.

(3)

Total paid-in amount(issue amount)

To be determined

Note: This press release is intended to disclose to the public the issuance of new investment units and secondary offering
by TIF, and is not an offer to sell or a solicitation of any offer to buy the securities of TIF in the United States or
elsewhere. Any investment decision should be made based upon your own judgement. This press release does notconstitute an offer of securities in the United States of America. The investment units have not been, and will not
be, registered under the United States Securities Act of 1933 (the “Securities Act”). The investment units may not
be offered or sold in the United States absent registration or an exemption from registration under the Securities
Act. The investment units referred to above will not be offered, publicly or otherwise, in the United States.

1

(4)

Issue price (offer price)

To be determined
The issue price (offer price) will be provisionally calculated bymultiplying the closing price of the investment units of the Investment
Corporation (the “Investment Units”) in a regular trading session at theTokyo Stock Exchange, Inc. on the Pricing Date (if the closing price is
not available on such date, the closing price on the most recent day
preceding that date) minus with the combination of expected distribution
per unit (excluding expected surplus earnings distribution) (3,062 yen)and expected surplus earnings distribution per unit (396 yen) for the
fiscal period ending November 30, 2020 (10th fiscal period) by a figure
between 0.90 to 1.00 (amounts less than 1 yen to be rounded down) as
the provisional price, in accordance with the method stated in Article 25of the Regulations Concerning Underwriting etc. of Securities stipulatedby the Japan Securities Dealers Association, and then will be determinedon the Pricing Date by taking into consideration of the demandconditions and other factors.

(5)

Total amount of issue price(offer price)(6)

Offering method

To be determined
Investment units shall be offered through a Public Offering and all investment
units for the Public Offering shall be purchased and underwritten by a groupof underwriters (collectively referred to as the “Underwriters”). A part of theinvestment units through the Public Offering may be purchased by overseas
investors in international markets mainly in Europe and Asia (excluding theUnited States and Canada).

(7)

Underwriting agreement

The Underwriters shall pay the same amount as the total paid-in amount in
the Public Offering to the Investment Corporation on the payment date statedin (10) below, and the difference between such amount and the total amountof issue price in the Public Offering will be the net proceeds of theUnderwriters. The Investment Corporation will not pay underwriting fees tothe Underwriters.

(8)

Subscription unit

One unit or more in multiples of one unit.

(9)

Subscription period

From the following business day of the Pricing Date to two business days
following the Pricing Date.

(10)

Payment date

December 1, 2020 (Tuesday)(11)

Delivery date

December 2, 2020 (Wednesday）(12)

The paid-in amount (issue amount), issue price (offer price) and other items necessary for the issuanceof the new Investment units through the Public Offering will be determined at TIF Board of Directors
meeting in future.

(13)

Each of the aforementioned items shall be subject to the securities registration in accordance with the
Financial Instruments and Exchange Act of Japan taking effect.

2. Secondary offering of investment units (over-allotment) (Please find the reference 1. Note regarding Overallotment
Note: This press release is intended to disclose to the public the issuance of new investment units and secondary offering
by TIF, and is not an offer to sell or a solicitation of any offer to buy the securities of TIF in the United States or
elsewhere. Any investment decision should be made based upon your own judgement. This press release does notconstitute an offer of securities in the United States of America. The investment units have not been, and will not
be, registered under the United States Securities Act of 1933 (the “Securities Act”). The investment units may not
be offered or sold in the United States absent registration or an exemption from registration under the Securities
Act. The investment units referred to above will not be offered, publicly or otherwise, in the United States.

2Secondary Offering)(1)
Total number of investment
units to be offered:

1,275 units
The above-mentioned number indicates the maximum number ofinvestment units to be offered through secondary offering through overallotment by one of the Underwriters in the primary offering ("theUnderwriter”) (the “Overallotment Secondary Offering”). There may becases where this number is reduced or the Overallotment Secondary
Offering itself may not take place at all, depending on the demand andother circumstances concerning the Public Offering. The number ofinvestment units to be offered through the Overallotment Secondary
Offering shall be determined at TIF Board of Directors meeting taking
into account the demand for the Public Offering and other circumstances.

(2)

Seller:The Underwriter(3)

Selling price:

To be determined
It will be determined at TIF Board of Directors meeting which is held on the
Pricing Date and the selling price shall be the same as the issue price in the
Public Offering(4)

Total Selling price:

To be determined(5)

Selling method:

The Underwriter will carry out the Overallotment Secondary Offering of
1,275 units as the upper limit, taking into account of various factors
including the demand conditions and other factors of the Public Offering.

(6)

Subscription unit

One unit or more in multiples of one unit.

(7)

Subscription Period

Same as the subscription period for the Public Offering.

(8)

Delivery Date

Same as the delivery date for the Public Offering.

(9)

The selling price and other items necessary for the Overallotment Secondary Offering will be
determined at TIF Board of Directors meeting in future.

(10)

Each of the aforementioned items shall be subject to the securities registration in accordance with the
Financial Instruments and Exchange Act of Japan taking effect.

3. Issuance of new investment units through third party allotment (Please find the reference 1. Note regarding
Overallotment Secondary Offering)(1)
Total number of investment 1,275 units
units to be offered:(2)

Paid-in amount (issue

To be determinedamount):

The paid-in amount shall be determined at TIF Board of Directors
meeting, and shall be same as the paid-in amount (issue amount) for the
Public Offering.

(3)

Total paid-in amount (total

To be determined

issue amount):(4)

Allottee and number of

The Underwriter, 1,275 units

allocated units(5)

Subscription unit

One unit or more in multiples of one unit.

(6)

Subscription Period

December 22, 2020 (Tuesday)

Note: This press release is intended to disclose to the public the issuance of new investment units and secondary offering
by TIF, and is not an offer to sell or a solicitation of any offer to buy the securities of TIF in the United States or
elsewhere. Any investment decision should be made based upon your own judgement. This press release does notconstitute an offer of securities in the United States of America. The investment units have not been, and will not
be, registered under the United States Securities Act of 1933 (the “Securities Act”). The investment units may not
be offered or sold in the United States absent registration or an exemption from registration under the Securities
Act. The investment units referred to above will not be offered, publicly or otherwise, in the United States.

3

（Subscription deadline）(7)

Payment date:

December 23, 2020 (Wednesday)(8)

The issuance of investment units will be canceled for units which is not subscribed before end of thesubscription period stated on above section (6).

(9)

The paid-in amount (issue amount) and other items necessary for the issuance of the new investment
units through third party allotment will be determined at TIF Board of Directors meeting in future.

(10)

Each of the aforementioned items shall be subject to the securities registration in accordance with the
Financial Instruments and Exchange Act of Japan taking effect.

<Reference>
1. Note regarding Overallotment Secondary Offering
Overallotment Secondary Offering is the offering through which the Underwriter of the Public Offering shalloffer the investment units (up to 1,275 units) borrowed from the Takara Leben Co.,Ltd. ( the “Sponsor”) upon
the Public Offering after taking into account the demand and other circumstances of the Public Offering. The
number of investment units to be offered in the Overallotment Secondary Offering is scheduled to be 1,275 units.
It is noted that this number is maximum amount and is subjected to be reduced or the Overallotment Secondary
Offering itself may not take place at all, depending on the demand and other circumstances.
In order to allow the Underwriter to acquire the investment units needed to return the investment units (the“Borrowed Investment Units”) borrowed from the Sponsor in relation to the Overallotment Secondary Offering,
Investment Corporation resolved at its Board of Directors meeting which is held on November 9, 2020
(Monday) to issue 1,275 units of the investment units through third party allotment (the “Third-Party
Allotment”), to the Underwriter as the allottee with the payment date on December 23, 2020 (Wednesday).
In addition, the Underwriter may, during the period from the date following the last day of the subscription
period for the Public Offering and the Overallotment Secondary Offering to December 18, 2020 (Friday) (the“Syndicate Cover Transaction Period”), purchase investment units up to the maximum number of investment
units offered in the Overallotment Secondary Offering on the Tokyo Stock Exchange, Inc. (the “Syndicate CoverTransaction”) with the aim of returning the Borrowed Investment Units. Investment units purchased by the
Underwriter through the Syndicate Cover Transaction shall be appropriated in full for returning the Borrowed
Investment Units. The Underwriter at its discretion, may choose not to enter into any Syndicate CoverTransaction, or to terminate the Syndicate Cover Transaction prior to reaching the maximum number ofinvestment units to be offered in the Overallotment Secondary Offering during the Syndicate Cover Transaction
Period.
Further, the Underwriter may conduct stabilizing transactions in connection with the Public Offering andOverallotment Secondary Offering, and appropriate all or part of the investment units that are purchased throughsuch stabilizing transactions to the return of Borrowed Investment Units.
The Underwriter intends to agree to the Third-Party Allotment to purchase the number of investment units
calculated by deducting the number of investment units purchased through stabilizing transactions and theSyndicated Cover Transaction from the number of investment units sold in the Overallotment Secondary
Offering. It is therefore, there may be no subscription for all or a part of the investments units to be issued
through the Third-Party Allotment. As a result, there may be cases in which the subscription right shall be
forfeited and the final number of investment units to be issued through the Third-Party Allotment is reduced by
the same extent, or the issuance itself may not take place at all.
Note: This press release is intended to disclose to the public the issuance of new investment units and secondary offering
by TIF, and is not an offer to sell or a solicitation of any offer to buy the securities of TIF in the United States or
elsewhere. Any investment decision should be made based upon your own judgement. This press release does notconstitute an offer of securities in the United States of America. The investment units have not been, and will not
be, registered under the United States Securities Act of 1933 (the “Securities Act”). The investment units may not
be offered or sold in the United States absent registration or an exemption from registration under the Securities
Act. The investment units referred to above will not be offered, publicly or otherwise, in the United States.

4Determination of whether to conduct the Overallotment Secondary Offering and the total numbers ofinvestment units to be offered will be made on the Pricing Date. If the Overallotment Secondary Offering will
not be conducted, the Underwriter will not borrow any investments units from the Sponsor. In such a case, theUnderwriter will not agree to the Third-Party Allotment and will not subscribe any investment units, as a resultof which its subscription right will be forfeited and the Third-Party Allotment will not take place.
In addition, the Underwriter will conduct the transactions described above upon consultation with the otherjoint lead managers.
2. Total Number of Issued Investment Units after the New Issuance.
Current number of issued investment units outstanding:Number of new investment units to be issued in the Public Offering:
Total number of issued investment units after the Public Offering:
Increase in the number of investment units from Third-Party Allotment:
Total number of issued investment units after Third-Party Allotment:

193,830 units
25,500 units
219,330 units
1,275 units
220,605 units(Note)(Note)(Note) Representing the case where the Underwriter applies for all of the offered number of investment units under the ThirdParty Allotment and all of the new investment units are issued.

3. Purpose and Rationale for the Issuance
The issuance of the new investment units was decided for the purpose of expanding portfolio through purchasing
new specified assets (as set forth in Paragraph 1, Article 2 of the Act on Investment Trusts and Investment
Corporations (Act No. 198 of 1951, including amendments thereto)) as well as improving financial stability after
taking LTV ratio and distribution per unit of the Investment Corporation into consideration.
4. Amount of Funds to be Financed, Specific Use of Proceeds and Scheduled Timing of Expenditure(1) Amount of funds to be financed
2,966,000,000 yen (maximum)(Note) The above amount represents the total sum of 2,825,000,000 yen proceeds from the Public Offering and
141,000,000 yen in maximum proceeds from the issuance of new Investment Units through the Third-Party
Allotment. The above figures represent estimated amounts calculated based on the closing price for regular
trading on the Tokyo Stock Exchange as of October 29, 2020 (Thursday).

(2) Use of Proceeds and scheduled timing of expenditure
For sum of 2,825,000,000 yen proceeds from the Public Offering, it will be partially used for acquisitionof the specified assets (the “Assets to Be Acquired”) that meets the eligibility criteria (Note 1) set forth in thegreen finance framework (Note 2) announced on the press release “Notice Regarding Acquisition and Leaseof Domestic Infrastructure Projects” dated November 9, 2020. For 141,000,000 yen in maximum proceedsfrom the issuance of new Investment Units through the Third-Party Allotment, it will be used for repayment
for the loan to acquire the Assets to Be Acquired or deposited as fund on hand with which to acquire specified
assets that meets the eligibility criteria set forth in the green finance framework in future.
(Note 1) “Eligibility criteria” means the following criteria stipulated in the green finance framework. Such criteria arereferred to as “eligibility criteria” or “green eligible”. In addition, renewable energy power generation facilities
or projects that meets the eligibility criteria are referred to as “eligible asset”, “eligible projects”, “green eligible
projects” or “green eligible portfolio”. The same applies below.
・ Procedures necessary for the construction and installation of target facilities must be followed after
confirming applicable laws and regulations in order to comply with laws and regulations including the Forest
Note: This press release is intended to disclose to the public the issuance of new investment units and secondary offering
by TIF, and is not an offer to sell or a solicitation of any offer to buy the securities of TIF in the United States or
elsewhere. Any investment decision should be made based upon your own judgement. This press release does notconstitute an offer of securities in the United States of America. The investment units have not been, and will not
be, registered under the United States Securities Act of 1933 (the “Securities Act”). The investment units may not
be offered or sold in the United States absent registration or an exemption from registration under the Securities
Act. The investment units referred to above will not be offered, publicly or otherwise, in the United States.

5

Act (Act No. 249 of 1951, including amendments thereto).
・No disputes have arisen in the acquisition of the subject equipment.
・Appropriate maintenance must be performed through outsourcing of O&M operations (refers to operations
such as the maintenance and management of renewable energy power generation facilities).
・There is no indication that the review criteria are not met.in the various expert reports.
・During the holding period, the amount of power generated from the time of acquisition of the power
generation facility, etc. to the future, and the accompanying long-term carbon dioxide reduction effect, canbe obtained by referring to the power generation estimation by a third-party expert.
(Note 2) “The green finance framework” means the framework established by the Investment Corporation for the purposeof procuring funds (including the issuance of investment unit) for projects that have a positive impact onenvironmental improvement (green project). The green finance framework refers to 4 core components (1. Useof Proceeds, 2. Process for Project Evaluation and Selection, 3. Management of Proceeds, and 4. Reporting)stipulated in the widely recognized standards and guidelines in capital markets in Japan and overseas related
to ESG (Note 3) investment (“Green Bond Principles 2018” (Note 4), “Green Bond Guidelines 2020” (Note5), “Green Loan Principles 2020” (Note 6), and “Green Loans and Sustainability Linked Loan guidelines 2020”(Note 7)). The same applies below.
(Note 3) “ESG” means the “Environment”, “Social” and “Governance”.
(Note 4) “Green Bond Principles 2018” means the guideline for green bond issuance established by Green Bond Principles
Executive Committee which is a private body with the secretariat function of the International Capital Market
Association (ICMA). Hereinafter referred to as “Green Bond Principles”.
(Note 5) “Green Bond Guidelines 2020” means the guideline established in March 2017 and revised in March 2020 by
the Ministry of the Environment of Japan, for the purpose of further dissemination of green bonds in Japan,
while giving due consideration to consistency with the Green Bond Principles and presenting examples of
specific actions and interpretations suited to our country's characteristics that market players can refer to when
considering specific actions concerning green bonds.
(Note 6) “Green Loan Principles 2020” means the lending guidelines where use of proceeds is limited to theenvironmental fields established by the Loan Market Association (LMA) and the Asia Pacific Loan Market
Association (APLMA) .Hereinafter referred to as “Green Loan Principles”.
(Note 7)“Green Loans and Sustainability Linked Loan guidelines 2020” means the guideline established by the Ministryof the Environment of Japan in March 2020. It contains examples of specific measures and the interpretationin line with our country's characteristics, that borrowers, lenders, and other persons in charge of practicaloperations of related institutions can refer to when considering specific measures for green loans, with the aimof further promoting green loans in Japan while giving due consideration to consistency with the Green Loan
Principles. Sustainability Linked Loan is out of the scope in the green finance framework.
(Note 8) Procured funds are planned to be deposited in financial institutions until its payment for intended use.

5. Restrictions on Sales and Additional Issuances(1) With respect to the Public Offering, the Sponsor has agreed with the joint lead managers in regards to the
Public Offering not to sell the investment units and proceed with certain other transactions without the priorwritten consent of the joint lead managers during the period starting from the Pricing Date to a date 360 days
from the delivery date of the Public Offering (excluding lending the investment units for the purpose of
Overallotment Secondary Offering).
The joint lead managers have right to terminate a part or entire agreement during above period by their own
discretion.
(2) With respect to the Public Offering, Leben Community Co., LTD. has agreed with the joint lead managers inregards to the Public Offering not to sell the investment units and proceed with certain other transactions without
Note: This press release is intended to disclose to the public the issuance of new investment units and secondary offering
by TIF, and is not an offer to sell or a solicitation of any offer to buy the securities of TIF in the United States or
elsewhere. Any investment decision should be made based upon your own judgement. This press release does notconstitute an offer of securities in the United States of America. The investment units have not been, and will not
be, registered under the United States Securities Act of 1933 (the “Securities Act”). The investment units may not
be offered or sold in the United States absent registration or an exemption from registration under the Securities
Act. The investment units referred to above will not be offered, publicly or otherwise, in the United States.

6

the prior written consent of the joint lead managers during the period starting from the Pricing Date to a date360 days from the delivery date of the Public Offering.
The joint lead managers have right to terminate a part or entire agreement during above period by their own
discretion.
(3) With respect to the Public Offering, the Investment Corporation has agreed with the joint lead managers inregards to the Public Offering not to engage in the issuance of the investment units and certain other transactions
without the prior written consent of the joint lead managers during the period starting from the Pricing Date to
the date 90 days from the delivery date of the Public Offering (excluding the Public Offering, the Third-Party
Allotment and the issuance of investment units through split of investment units and certain other exceptions).
The joint lead managers have right to terminate a part or entire agreement during above period by their own
discretion.
End
Our website: http://tif9281.co.jp/en/

Note: This press release is intended to disclose to the public the issuance of new investment units and secondary offering
by TIF, and is not an offer to sell or a solicitation of any offer to buy the securities of TIF in the United States or
elsewhere. Any investment decision should be made based upon your own judgement. This press release does notconstitute an offer of securities in the United States of America. The investment units have not been, and will not
be, registered under the United States Securities Act of 1933 (the “Securities Act”). The investment units may not
be offered or sold in the United States absent registration or an exemption from registration under the Securities
Act. The investment units referred to above will not be offered, publicly or otherwise, in the United States.

7