June 30, 2022
To All Concerned Parties
Real Estate Investment Trust Securities Issuer
1-1-21 Toranomon, Minato-ku, Tokyo
marimo Regional Revitalization REIT, Inc.
Representative: Takashi Kitagata, Executive Director(Securities Code: 3470)
Asset Manager
Marimo Asset Management Co., Ltd.
Representative: Takashi Kitagata, CEOContact:
Katsuhiro Shimada, Financial Management Officer
TEL: +81-3-6205-4755
Notice Concerning Acquisition of Domestic Real Estate Trust Beneficiary Rightmarimo Regional Revitalization REIT, Inc. (“marimo REIT”) announces that Marimo Asset Management Co., Ltd. (the“Asset Manager”), to which marimo REIT entrusts management of its assets, decided today on the acquisition (the“Acquisition”) of domestic real estate trust beneficiary right (ArtizA Kumamotoshinmachi) (the “Asset to Be Acquired”)
as described below.
Marimo Co., Ltd. (“Marimo”), the seller of the Asset to Be Acquired, falls under the category of interested persons,etc. defined in the Act on Investment Trusts and Investment Corporations (Act No. 198 of 1951, as amended) (the“Investment Trusts Act”). Therefore, pursuant to the Investment Trusts Act, the Asset Manager has obtained the consent
of marimo REIT based on approval of the Board of Directors of marimo REIT at a meeting held on June 30, 2022. Marimo
also falls under the category of interested persons, etc. defined in the rules on transactions with interested persons, etc.,
which are the internal rules set by the Asset Manager. Therefore, the Asset Manager has followed the decision-making
procedure specified in the rules on transactions with interested persons, etc. (including approval of the Board of
Directors of marimo REIT at a meeting held on June 30, 2022; the same shall apply hereinafter) in conducting thetransaction for asset acquisition with Marimo.
1. Outline of the Acquisition
Property name

ArtizA Kumamotoshinmachi(Note)

(1)
(2)
(3)
(4)

Location

Kumamoto-shi, Kumamoto

520

Planned acquisition price indicates the purchase price of the real estate trust beneficiary right planned to be stated in the trust beneficiaryright sale and purchase agreement (excluding consumption tax, local consumption tax and other miscellaneous expenses such as broker’s
commissions) for the Asset to Be Acquired, which is planned to be concluded on June 30, 2022. The same applies hereinafter.

Acquisition decision date:
Planned sale and purchase agreement date:
Planned payment date and planned acquisition date:
Planned seller:(5) Acquisition financing:(6) Settlement method:(7) Intermediation:(Note)

Planned acquisition price(million yen) (Note)

June 30, 2022
June 30, 2022
July 5, 2022
Please refer to “4. Overview of Planned Seller” later inthis document.
Cash on hand and borrowings (Note)
Lump sum payment on the acquisition date
Not applicable

For details of the borrowings, please refer to “Notice Concerning Borrowing of Funds” announced today by marimo REIT.

12. Reason for the Acquisition
marimo REIT has comprehensively taken into account its portfolio building policy, trends of the real estate market,
individual characteristics of the property, etc. in deciding on the Acquisition with an aim to reinforce the portfolio.
The property, which is a residential property developed by Marimo, satisfies the investment criteria of marimo REIT.
marimo REIT recognized the following points in deciding on the Acquisition.
・An approximate 4-minute walk from Urusanmachi Tram Stop on the Kumamoto City Transportation Bureau
Kamikumamoto Line and also within walking distance of the heart of Kumamoto City, etc., the subject real property
is favorably located in close proximity to the city center. In addition, the subject real property not only has featuresoffering favorable convenience in terms of daily living, including “SAKURA MACHI Kumamoto,” a commercial
complex with supermarket, drugstore, restaurant, retail store and other tenants, to the southeast, but also is
positioned in a quiet area in close proximity to the verdant Furushirohoribata Park located adjacent to Kumamoto
Castle, which makes the living environment further favorable.
・The building is a relatively new residential property with thirteen floors. Equipment includes hands-free intercoms
with color monitors and parcel delivery lockers in addition to automated bathtubs with reheating functions,bathroom ventilation, heating and drying systems, toilets with electronic bidets, etc. found in the residential units
and boasts a high level of sophistication even in comparison with surrounding rental condominiums.
・Even in terms of the exterior space, there are few high-rise buildings in the surrounding area, which makes the
sunlight and ventilation conditions favorable and the view from the middle and high floors excellent as well.
3. Details of the Asset to Be Acquired
Property name

ArtizA Kumamotoshinmachi

Asset type
Outline of specified asset
Type of specified asset
Appraisal value(Date of value)

Planned acquisition dateJuly 5, 2022

Planned acquisition price

520 million yen

Location (indication ofresidential address)

1-5-10 Shinmachi, Chuo-ku, Kumamoto-shi, Kumamoto

Transportation
Lot number
Building coverage
ratio
Land
Floor-area ratio
Use district
Site area
Form of ownership
Annual lease revenue(including common area fee)
Leasable area
Master lease company
Property managementcompany
Planned trust establishment
date
Whether security isestablished
Probable maximum loss
(Earthquake PML value)

Residential

Real estate trust beneficiary right
524 million yen(May 31, 2022)

An approximate 4-minute walk from Urusanmachi Tram Stop on the Kumamoto City Transportation
Bureau Kamikumamoto Line
1-5-20 Shinmachi, Chuo-ku,
Construction
August 18, 2021
Kumamoto-shi, Kumamotocompletion date
Structure /Reinforced concrete structure with80%
Number of floors
flat roof / 13F
Building
400%
Gross floor area
1,666.62 m2
Commercial district
Designer
Yugen Kaisha MON Sekkei Jimusho
404.98 m2
Builder
Nissohken Co., Ltd.
Proprietorship
Form of ownership Proprietorship
Security deposit and38 million yen
Security deposit: 0 million yen
guarantee money
1,598.52 m2
Occupancy rate
100%
Marimo Co., Ltd.
Master lease typePass-through type
Mitsubishi UFJ Trust and Banking
Marimo Co., Ltd.
TrusteeCorporation
Planned trust term expiration
July 5, 2022
End of July 2032
date
None

Number of leasable units

48 units

6.6%

Name of appraisal agency

Daiwa Real Estate Appraisal Co., Ltd.

2

Notes:Part of the asphalt pavement and the lid of a contamination stopper on the land are crossing the boundary with the city road on theeast side (owner: City of Kumamoto). The decision to set the property as an investment target was made in light of the investment
criteria and after confirming the content and counterparties of the crossing of boundary and considering the impact on profitability ofinvestment target assets and stability of rights.
(Note) Definitions of terms are as follows:・“Asset type” indicates one of marimo REIT’s investment target properties (residential, retail, hotel, office, logistics and parking).
・“Planned acquisition date” indicates the date on which marimo REIT plans to acquire the real estate trust beneficiary right.
・“Type of specified asset” indicates the type of real estate and other assets as a specified asset.
・“Planned acquisition price” indicates the purchase price of the real estate trust beneficiary right stated in the trust beneficiary right sale andpurchase agreement (excluding consumption tax, local consumption tax and other miscellaneous expenses such as broker’s commissions) for
the Asset to Be Acquired, rounded down to the nearest million yen.
・“Appraisal value” indicates the appraisal value stated in the real estate appraisal report for the Asset to Be Acquired obtained from Daiwa Real
Estate Appraisal Co., Ltd.
・“Location (indication of residential address)” indicates, in principle, the indication of residential address.
・“Transportation” indicates the time stated in the engineering report.
・“Lot number” for land indicates the location of the building stated in the registry.
・“Building coverage ratio” for land indicates, in principle, the maximum value (designated building coverage ratio) (in cases of multiple values,
all of them) determined by City Planning in accordance with the land use district, etc. for the ratio of the construction area of the structure
to the site area, as set forth in Article 53 of the Building Standards Act (Act No. 201 of 1950; as amended; the “Building Standards Act”).
Designated building coverage ratio may be mitigated, increased or decreased due to reasons such as being a fire-resistant building in a fire
prevention district, and may differ from the actual building coverage ratio applied.
・“Floor-area ratio” for land indicates the maximum value (designated floor-area ratio) (in cases of multiple values, all of them) determined by
City Planning in accordance with the land use district, etc. for the ratio of the gross floor area of the building to the site area, as set forth in
Article 52 of the Building Standards Act. Designated floor-area ratio may be mitigated, increased or decreased due to reasons such as thewidth of roads connecting to the site, and may differ from the actual floor-area ratio applied.
・“Use district” for land indicates the type of land use district listed in Article 8, Paragraph 1, Item 1 of the City Planning Act (Act No. 100 of
1968; as amended).
・“Site area” for land is based on the description in the registry and may differ from the present state.
・“Form of ownership” for land and building indicates the type of right planned to be held by marimo REIT.
・“Construction completion date” for building indicates the date of new construction of the principal building stated in the registry.
・“Structure / Number of floors” is based on the description in the registry regarding the principal building.
・“Gross floor area” for building indicates the floor area including those of ancillary buildings based on the description in the registry.
・“Designer” and “Builder” for building indicate company names at the time of designing and construction of the principal building.
・“Annual lease revenue” indicates an amount obtained by multiplying the monthly fixed rent (including common area fee) specified in thelease agreements (however, concerning lease agreements for the building, land (including flat parking lot) is excluded) concluded with thelessees of the Asset to Be Acquired as of the end of May 2022 by 12, rounded down to the nearest million yen. Furthermore, for the Asset to
Be Acquired, when a master lease agreement is concluded, “Annual lease revenue” indicates the amount of annual rent, or monthly rent
multiplied by 12, that are specified in the lease agreements concluded with end tenants, if the amount of rent is equal to the sum of rents
specified in the lease agreements concluded with end tenants, rounded down to the nearest million yen.
・“Security deposit and guarantee money” indicates the sum amount of security deposit and guarantee money (rounded down to the nearest
million yen) required at the time of moving in, for tenants who have already moved in. Furthermore, for the Asset to Be Acquired, when amaster lease agreement is concluded, the sum amount of security deposit, guarantee money, etc. specified in the lease agreements concluded
with end tenants is indicated, if the amount of security deposit is equal to said sum amount, rounded down to the nearest million yen.
・“Leasable area” indicates an area marimo REIT considers leasable in the building of the Asset to Be Acquired.
・“Occupancy rate” indicates a figure obtained by dividing the total of leased areas shown in each lease agreement concluded with the tenantsof the Asset to Be Acquired as of the end of May 2022 by the area marimo REIT considers leasable in the building of the Asset to Be Acquired,
rounded to the first decimal place.

3

・“Master lease company” and “Property management company” refer to the parties that are to be the master lease company and the property
management company after the acquisition for the Asset to Be Acquired. “Master lease type” indicates the type of the master lease (either
pass-through type or fixed-rent type) planned for after the acquisition.
・“Trustee” indicates the party that is to be the trustee after the acquisition for the Asset to Be Acquired.
・“Whether security is established” indicates whether there is security that continues to exist after the acquisition by marimo REIT.
・“Number of leasable units” indicates the number of units (number of sections) marimo REIT is able to lease.
・“Notes” indicates matters considered material in light of their impact on the valuation amount, profitability, and disposability of the Asset to
Be Acquired, as well as matters considered material in relation to the right relations and use, etc. of the Asset to Be Acquired as of today.

4. Overview of Planned Seller(1) Name(2) Location
Name and title of(3)
representative
(4)
(5)
(6)
(7)
(8)

Business description

Marimo Co., Ltd.
1-17-23 Kogokita, Nishi-ku, Hiroshima-shi, Hiroshima
Makoto Fukagawa, President
Planning, development, design, supervision and marketing of for-sale residential
properties, real estate securitization business, and overseas condominium sales
business
100 million yen (as of July 31, 2021)
September 1, 1970
21,270 million yen (based on the balance sheet as of July 31, 2021)
92,904 million yen (based on the balance sheet as of July 31, 2021)

CapitalDate establishedNet assets
Total assets
Major shareholders and(9)Marimo Holdings, Inc.: 100%
shareholding ratio(10) Relationship between marimo REIT / Asset Manager and the company
Capital ties
As of today, the company holds approximately 8.8% (16,866 units) of the numberof marimo REIT’s investment units issued and outstanding. In addition, thecompany is a subsidiary of Marimo Holdings, Inc., which holds a 100% stake in the
Asset Manager.
Personnel ties
As of today, two of the officers and employees of the Asset Manager are seconded
from the company.
Business ties
The company has entered into a sponsor pipeline and support agreement (asamended) with marimo REIT and the Asset Manager. In addition, the company hasentered into a master lease agreement and property management agreement withmarimo REIT. Disposition of three properties of its portfolio assets to marimo REIT
for 2,371 million yen (total acquisition price) (Note) took place on January 19, 2022,
or April 1, 2022, based on a real estate trust beneficiary right sale and purchaseagreement entered with marimo REIT on January 4, 2022.
Concerning related parties The company is a sister company of the Asset Manager and falls under the categoryof related parties. In addition, the company falls under the category of interested
persons, etc. defined in the Investment Trusts Act. The company also falls under
the category of interested persons, etc. defined in the rules on transactions withinterested persons, etc., which are the internal rules set by the Asset Manager.
Therefore, the Asset Manager has followed the decision-making procedure
specified in the rules on transactions with interested persons, etc. in conducting
the transaction for asset acquisition.
(Note)

Acquisition price indicates the purchase price of the real estate trust beneficiary right stated in the trust beneficiary right sale and purchaseagreement (excluding consumption tax, local consumption tax and other miscellaneous expenses such as broker’s commissions) for theacquired assets.

4

5. Information on Property Acquirers, Etc.
Status of property acquisition, etc. from interested persons, etc. of marimo REIT, special purpose companies(subsidiaries) of which decision-making bodies are controlled by the interested persons, etc. and other persons withspecial relationship (the “Persons of Special Interest”) is as follows (①: Name of the company or name of the person,②: Relationship with Persons of Special Interest, ③: Acquisition particulars and reason).
Property name
Previous owner or trust beneficiary
Second previous owner or trust beneficiary(Location)
①、②、③
①、②、③
Acquisition (transfer) price
Acquisition (transfer) price
Acquisition (transfer) timing
Acquisition (transfer) timing① Marimo Co., Ltd.
Other than Persons of Special Interest② Sister company of the Asset Manager③ A property developed by Marimo Co., Ltd.;
Acquired since it can expect stable operations
over a medium- to long-term, after evaluating
ArtizAthe market and marketability.
Kumamotoshinmachi
The description of acquisition price is omitted,
because the period from the previous owner’s ortrust beneficiary’s property acquisition todisposition to marimo REIT is more than one year.
March 2019 (land)
6. Transactions with Interested Persons, Etc.
Marimo, a sister company of the Asset Manager, will be the seller of the Asset to Be Acquired and entrusted withproperty management and master lease management for the Asset to Be Acquired. Marimo falls under the categoryof interested persons, etc. defined in Article 201 of the Investment Trusts Act and Article 123 of the Order for
Enforcement of the Act on Investment Trusts and Investment Corporations as well as the category of interested
persons, etc. defined in the rules on transactions with interested persons, etc., which are the internal rules set by the
Asset Manager. Therefore, the Asset Manager has followed the procedures specified in the rules on transactions withinterested persons, etc. (including consent based on approval of the Board of Directors of marimo REIT at a meeting
held on June 30, 2022) in conducting the transaction for acquisition of the Asset to Be Acquired and concluding theagreement with these parties.
7. Outline of Intermediation
There is no applicable intermediation pertaining to the above transaction.
8. Future Outlook
The impact of the Acquisition on the operating forecasts of marimo REIT is minimal. Thus, there is no change to theoperating forecasts announced in “(REIT) Financial Report for the Fiscal Period Ended December 2021” dated February
18, 2022.
9. Summary of Appraisal Statements
Summary of Appraisal Statements
Property name

ArtizA Kumamotoshinmachi

Appraisal value

524 million yen

Name of appraisal agency

Daiwa Real Estate Appraisal Co., Ltd.

Date of value

May 31, 2022

5

ItemsValue based on income approach

Value based on direct capitalization
method(1) Operating revenue

Details (Unit: thousand yen)

524,000

532,000

Summary, etc.
In light of the characteristics of each method and thedegree of equilibrium between the two values basedon income approach, estimated by correlation of thevalue based on the direct capitalization method withthe value based on the DCF method
Assessed as the standardized net income recognized
as being stable over the medium to long term,
discounted by the capitalization rate

36,408① Potential gross income

37,903② Vacancy loss, etc.

1,495(2) Operating expenses

9,053

Recorded after taking into account the medium- tolong-term competitiveness of the subject real
property, based on the current rent levels, the newrent levels for similar real property within the same
supply and demand area and their trends
Recordedtaking
into
consideration
thecompetitiveness of the subject real property, etc.,
based on the actual vacancy rate and the standard
vacancy rate of similar real property

a. Maintenance andmanagement expenses

1,480

Recorded after assessing through verification using
the levels of maintenance and management
expenses for similar real property, based on thebuilding management agreement, etc.

b. Water and utility fees

341

Assessed based on the levels of water and utility fees
for similar real property

c. Repair costs andrestoration costs for
exclusive area portions

1,015

d. Property management fee

1,076

e. Tenant solicitation
expenses, etc.

1,052

f. Taxes and other publiccharges

3,391

g. Non-life insurance
premiums

186

h. Other expenses

508(3) Net operating income (NOI)(4) Revenue from investment oflump sum payments

27,354(5) Capital expenditures

1,305

Net income (NCF)

26,048

Capitalization rate

Assessed referring to the repair costs for similar real
property in the case of repair costs, and referring to
the tenant replacement costs for similar real
property, etc. in the case of restoration costs for
exclusive area portions
Assessed referring to the property management fee
rate for similar real property
Assessed after taking into consideration tenantsolicitation expenses assessed based on the levels for
similar real property
For the land, assessed based on the value assessedfor 2022. For the building, assessed referring to theactual value for 2022.
Assessed based on the standard premium rate
assumed from insurance premiums for similar real
property, etc.
Assessed based on the levels of expenses for similar
real property, etc.
Not recorded, because not expecting any transfer oflump sum payments
Assessed referring to the renewal costs for similar
real property

0

Assessed using discount rate analysis as a premise,incorporating the prospects for net income that are
not factored into the discount rate, etc., and referringto the yield of similar real property

4.9%

6

Value based on DCF method

520,000

Discount rate

4.7%

Terminal capitalization rate

5.1%

Cost method value
Land ratio
Building ratio
Other matters taken into considerationby the appraisal agency when
performing the appraisal

Assessed from a comparison with the discount rate
for transaction of similar real property and the yieldof other financial instruments, etc.
Assessed taking into consideration the marketabilityof the subject real property at the time of expirationof the ownership period to the capitalization rate,etc.

669,000
22.8%
77.2%
No applicable matters.

* Website of marimo REIT: https://www.marimo-reit.co.jp/en/<Attached Materials>
Reference Material 1
Reference Material 2

Property Photo
Location Map

7

Reference Material 1(Note)

Property Photo

The photo of the Asset to Be Acquired, which represents the condition of the asset, was taken at a specific point in time.
Thus, the present state may differ due to changes, etc. over time.

8Reference Material 2

Location Map

9