August 16, 2010
Daiwa Securities Group Inc.
Daiwa PI Partners Co. Ltd.
Attention
This is an unofficial translation of an excerpt of the press release issued on August 16,
2010, by Daiwa Securities Group Inc. and Daiwa PI Partners Co. Ltd. The original press
release is in Japanese.
Notice Regarding Daiwa PI Partners Co. Ltd. purchase of the investment units ofDA Office Investment Corporation
On August 16, 2010, Daiwa PI Partners Co. Ltd. (“Daiwa PIP”), a consolidated
subsidiary of Daiwa Securities Group Inc. (“DSGI”), reached an agreement with K.K.
Columbus (“Columbus”) whereby Daiwa PIP will purchase 60,000 investment units(15.16% of the total issued and outstanding investment units, the ”Units”) issued by DA
Office Investment Corporation (“DAO”) from Columbus (the “Transaction”), and Daiwa
PIP executed a sales and purchase agreement with Columbus that sets forth terms andconditions for the Transaction.
1. Reasons for the Transaction
On July 1, 2009, DSGI, endorsing DAO’s management policy whereby DAO mainly
invests in office buildings primarily located in the five central wards of Tokyo and otherTokyo metropolitan areas, subscribed for and acquired investment units newly issued
by DAO and allocated to DSGI by way of a third party allocation, and acquired all of theissued and outstanding shares in DAO’s asset management company, Daiwa Real
Estate Asset Management Co., Ltd. (“Daiwa Real Estate”, formerly known as K.K.
daVinci Select). Since that time, DSGI, having entered into a sponsor support
agreement with Daiwa Real Estate, has supported DAO in its sustainable and stable
growth, in debt financing, in brand strategy, and in the acquisition of assets, etc. inorder to allow DAO to gain the confidence of its stakeholders and to become a leading
J-REIT in Japan.
Through continuous discussion with Columbus about measures for promoting thestability of DAO’s investor composition, DSGI determined that it is desirable for DAO
that Daiwa Securities Group acquire a portion of the investment units held byColumbus and reached an agreement with Columbus regarding the acquisition of theUnits by Daiwa PIP. In addition, although DSGI executed with Columbus a certain
Unit Holders’ Agreement as of June 17, 2009 which provides for, among other things,
the exercise of voting rights in and the tax pay-through nature of DAO, DSGI agreedwith Columbus, immediately prior to Daiwa PIP’s execution of the sales and purchaseagreement with Columbus for the Transaction, to an amendment of the Unit Holders’
Agreement, including deletion of provisions relating to exercise of voting rights in DAO,
because the total amount of investment holding ratio of DSGI and Daiwa PIP after
completion of this Transaction will be 28.27% and the investment holding ratio ofColumbus will be decreased to a large degree.
Further, DSGI has been notified by Columbus that Columbus will sell additional 10,000
investment units in DAO to an institutional investor which intends to hold such units
over the long-term.
2. Outline of the Seller of the Units(as of March 31, 2010)
1. Company Name

K.K. Columbus

2. Address

2-1, Ginza 6-chome, Chuo-ku, Tokyo

3.

Title

and

NameofRepresentative

President, Brian Defoe
・Conclusion of Tokumei-Kumiai contracts and management

4. Description of Businessof assets in which such Tokumei-Kumiai invest
・Acquisition, possession, sale and purchase of investment
securities

5. Amount of Capital

JPY 100 million

6. Shareholders

K.K. daVinci Holdings: 100.0％
Capital Relationship: Not applicable
Personal Relationship: Not applicable

7. Relationships with Daiwa

Business Relationship: Not applicable

Securities Group Inc.

Status as a Related Party: Columbus, its subsidiaries andits affiliates are not Related Parties of Daiwa Securities
Group Inc.

3. Number of investment units to be purchased, Purchase Price and Investor
Composition before and after the Transaction（1）Number of investment units to be purchased: 60,000units（2）Purchase Price:

JPY200,877per unit

（3）Investor Composition before and after the Transaction:(Before the Transaction)
Daiwa Securities Group Inc.

K.K. Columbus

51,893 units

138,905 units

13.11 %

35.09 %

2nd

1st

1. Number of investment
units
2.

Investment-holding

ratio

againstoutstanding

thetotal

investment

units
3. Rank among investment
unit holders※ As of May 31, 2010
(After the Transaction)
Daiwa Securities

Daiwa PIP

K.K. Columbus

51,893 units

60,000 units

68,905 units

13.11%

15.16%

17.41%

3rd

2nd

1stGroup Inc.
1. Number of investment
units
2.

Investment-holding

ratio

againstoutstanding

thetotal

investment

units
3. Rank among investment
unit holders※ The total amount of the investment units owned by DSGI and Daiwa PIP is 111,893(28.27% of the total outstanding investment units).
※ The number of investment units held by K.K. Columbus reflects the number after
the sale of 10,000 investment units to an institutional investor as described above.
4. Date of Transfer
August19, 2010 (scheduled)5. Prospects
DSGI believes that the Transaction will have only a minor effect on the earnings ofDaiwa Securities Group.