[For Information Purpose Only.
The Japanese language press release should be referred to as the original.]

July 18, 2024
To All Concerned Parties
Name of REIT Issuer:
Invincible Investment Corporation
Naoki Fukuda, Executive Director(Securities code: 8963)
Asset manager:
Consonant Investment Management Co., Ltd.
Naoki Fukuda, President & CEO
Contact: Jun Komo
General Manager of Planning Department(Tel. +81-3-5411-2731)

Notice concerning Issuance of New Investment Unitsand Secondary Offering of Investment Units

Invincible Investment Corporation (“INV”) today announced its decision at the Board of Directors Meeting
held on July 18, 2024, concerning the issuance of new investment units and secondary offering of investment
units, as follows.
1. Issuance of new investment units through public offering(1)

Number of Investment : 895,000 investment units
Units to be offered(2)

Amount to be paid
(issue value): To be determined
The amount to be paid shall be determined at the Board of Directors
Meeting to be held between Wednesday, July 24, 2024 and Monday, July29, 2024 (the “Issue Price Determination Date”). Amount to be paid (issue
value) refers to an amount which INV shall receive from the Underwriters(as defined in (5) (ii) below) as payment proceeds for the investment unitsof INV (investment units of INV are hereinafter referred to as the“Investment Units”).

(3)

Total amount to be: To be determined

paid (total issue
value)(4)

Issue price(offer price): To be determined
The issue price (offer price) shall be determined at the Board of Directors
Meeting to be held on the Issue Price Determination Date, taking into
consideration the level of demand and other factors, using as a tentative

This English Language notice does not constitute or form a part of any offer of securities in the United States of America. The securities referred to above
have not been, and will not be registered under the United States Securities Act of 1933, as amended (the “Securities Act”). The securities may not be
offered or sold in the United States absent registration or an exemption from registration under the Securities Act. The securities referred to herein will
not be publicly offered or sold in the United States. The contemplated transaction does not involve any public offering of securities in the United States.
Not for publication, distribution or release, directly or indirectly in or into the United States of America.

1price a figure obtained by multiplying a number between 0.90 and 1.00 by
the closing price of Investment Units for ordinary trading on the Tokyo
Stock Exchange, Inc. (the “Tokyo Stock Exchange”) on the Issue Price
Determination Date (in the event of no closing price on such date being
available, the closing price on the immediately preceding date) (anyfraction of one yen shall be rounded down to the nearest yen).
(5)

Offering method: Investment Units shall be offered simultaneously in Japan and overseas(the Domestic Public Offering, the Overseas Offering, the Overallotment
Secondary Offering mentioned in “2. Secondary offering of Investment
Units (overallotment secondary offering)” (each as defined below) shall becollectively referred to as the “Global Offering” for which certain
Underwriters (as defined below) shall serve as joint global coordinators).
(i)

Domestic Public Offering
Investment Units shall be offered through a public offering in Japan(the “Domestic Public Offering”), and all Investment Units for theDomestic Public Offering shall be underwritten and purchased bycertain domestic underwriters (collectively referred to as the“Domestic Underwriters”).
Certain Domestic Underwriters shall serve as joint lead managers
for the Domestic Public Offering.

(ii)

Overseas Offering
Investment Units shall be offered in overseas markets, consisting
mainly of the U.S., European, and Asian markets (provided,
however, that offering in the U.S. market shall be restricted toqualified institutional buyers pursuant to Rule 144A under the U.S.
Securities Act of 1933) (referred to as the “Overseas Offering” and,
together with the Domestic Public Offering, the “Offerings”). Certain
overseas underwriters (referred to as the “Overseas Underwriters”
and together with the Domestic Underwriters, the “Underwriters”),
shall conduct the Overseas Offering through the individual
underwriting and purchase of all the Investment Units.

(iii)

The total number of Investment Units to be issued in the Offerings
shall be 895,000, consisting of 472,113 units for the Domestic Public
Offering and 422,887 units for the Overseas Offering, the ultimate
details of which shall be determined on the Issue Price
Determination Date, taking into consideration the level of demandand other factors.

This English Language notice does not constitute or form a part of any offer of securities in the United States of America. The securities referred to above
have not been, and will not be registered under the United States Securities Act of 1933, as amended (the “Securities Act”). The securities may not be
offered or sold in the United States absent registration or an exemption from registration under the Securities Act. The securities referred to herein will
not be publicly offered or sold in the United States. The contemplated transaction does not involve any public offering of securities in the United States.
Not for publication, distribution or release, directly or indirectly in or into the United States of America.

2

(6)

Details of the: The Underwriters shall, on the payment date stated in (10) shown

underwriting

below, pay INV the total amount to be paid (total issue value), and any

agreements

difference between the total amount of the issue price (total offer
price) and the total amount to be paid (total issue value) arising in theOfferings shall be retained by the Underwriters. No underwriting fee
shall be paid by INV to the Underwriters.

(7)

Unit of application: One unit or more in multiples of one unit

(8)

Application period: The Japanese business day immediately following the Issue Price
Determination Date

(Domestic Public
Offering)(9)

Payment period fordeposit in securities:

From the Japanese business day immediately following the Issue Price
Determination Date to the second Japanese business day following theIssue Price Determination Date

(10)

Payment date

: A business day during the period from Tuesday, July 30, 2024 to Friday,
August 2, 2024 which shall be four business days after the Issue Price
Determination Date.

(11)

Delivery date

: The following business day of the Payment Date as specified in (10)above.

(12)

The amount to be paid (issue value), the issue price (offer price), the final breakdown of the numberof Investment Units for the Domestic Public Offering and for the Overseas Offering and any othermatter required for the issuance of the new Investment Units shall be determined at a future Board of
Directors Meeting.

(13)

Among the above-mentioned items, the Domestic Public Offering-related matters shall be subject tothe securities registration under the Financial Instruments and Exchange Act (Act No. 25 of 1948, as
amended. Hereinafter, “Financial Instruments and Exchange Act”) becoming effective.

This English Language notice does not constitute or form a part of any offer of securities in the United States of America. The securities referred to above
have not been, and will not be registered under the United States Securities Act of 1933, as amended (the “Securities Act”). The securities may not be
offered or sold in the United States absent registration or an exemption from registration under the Securities Act. The securities referred to herein will
not be publicly offered or sold in the United States. The contemplated transaction does not involve any public offering of securities in the United States.
Not for publication, distribution or release, directly or indirectly in or into the United States of America.

32. Secondary offering of Investment Units (overallotment secondary offering) (please see “Reference” below)(1)

Seller:A Domestic Underwriter(2)

Number of Investment :44,750 Investment Units

Units to be offered in

The above-mentioned number of Investment Units to be offered in thethe secondary offering

secondary offering is the number of Investment Units to be offered in an
overallotment secondary offering that will be conducted by a Domestic
Underwriter (the “Overallotment Secondary Offering”), taking into
consideration the level of demand and other factors in the Domestic Public
Offering. The above-mentioned number of Investment Units in thesecondary offering is the maximum number of Investment Units to beoffered in the Overallotment Secondary Offering, and, depending on thelevel of demand and other factors, such number may decrease or such
Overallotment Secondary Offering itself may not take place at all. The
number of Investment Units to be offered in the Overallotment Secondary
Offering shall be determined at a Board of Directors Meeting to be heldon the Issue Price Determination Date, taking into consideration the levelof demand and other factors in the Domestic Public Offering.

(3)

Offer price:

To be determined(To be determined at the Board of Directors Meeting to be held on theIssue Price Determination Date. The offer price shall be identical to theissue price (offer price) for the Domestic Public Offering)(4)

Total offer value:

To be determined(5)

Offering method:

Apart from the Domestic Public Offering, one of the Domestic
Underwriters shall offer Investment Units in the secondary offering up to a
maximum of 44,750 units to be borrowed from FJODF GP INV Holdings
LLC, a holder of Investment Units (such borrowed Investment Units shallbe referred to as the “Borrowed Units”), taking into consideration the levelof demand and other factors in the Domestic Public Offering.

(6)

Unit of application:

One unit or more in multiples of one unit

(7)

Application period:

Identical to the application period for the Domestic Public Offering(8)

Payment period for:

Identical to the payment period for deposit in securities for the Domestic

deposit in securities

Public Offering(9)Delivery date:

Identical to the delivery date for the Domestic Public Offering(10)

In the event the Domestic Public Offering is suspended, the Overallotment Secondary Offering shallalso be suspended.

(11)

The offer price and other matters required for the Overallotment Secondary Offering shall be
determined at a future Board of Directors Meeting.

(12)

The above-mentioned items shall be subject to the securities registration under the Financial
Instruments and Exchange Act becoming effective.

This English Language notice does not constitute or form a part of any offer of securities in the United States of America. The securities referred to above
have not been, and will not be registered under the United States Securities Act of 1933, as amended (the “Securities Act”). The securities may not be
offered or sold in the United States absent registration or an exemption from registration under the Securities Act. The securities referred to herein will
not be publicly offered or sold in the United States. The contemplated transaction does not involve any public offering of securities in the United States.
Not for publication, distribution or release, directly or indirectly in or into the United States of America.

43. Issuance of new Investment Units through third-party allotment (Please refer to <Reference> below.)(1)

Number of Investment :44,750 Investment Units

Units to be offered(2)

Amount to be paid:

To be determined(To be determined at the Board of Directors Meeting to be held on the(issue value)

Issue Price Determination Date. The amount to be paid (issue value) shallbe identical to the amount to be paid (issue value) for the Domestic Public
Offering)(3)

Total amount to be:

To be determined:

A Domestic Underwriter: 44,750 units

paid (total issue
value)(4)

Allottee and numberof Investment Units tobe allotted(5)

Unit of application:

One unit or more in multiples of one unit

(6)

Application period:

Monday, August 26, 2024:

Tuesday, August 27, 2024

(Application date)(7)

Payment date

(8)

Investment Units for which no application for subscription has been made during the application
period (application date), mentioned in (6) shown above, shall not be issued.

(9)

The amount to be paid (issue value) and any other matter required for the issuance of these new
Investment Units through third-party allotment (the “Third-Party Allotment”) shall be determined at afuture Board of Directors Meeting.

(10)

In the event the Overallotment Secondary Offering is suspended, the Third-Party Allotment shall also
be suspended.

(11)

Each of the items above shall be subject to securities registration under the Financial Instruments
and Exchange Act becoming effective.

This English Language notice does not constitute or form a part of any offer of securities in the United States of America. The securities referred to above
have not been, and will not be registered under the United States Securities Act of 1933, as amended (the “Securities Act”). The securities may not be
offered or sold in the United States absent registration or an exemption from registration under the Securities Act. The securities referred to herein will
not be publicly offered or sold in the United States. The contemplated transaction does not involve any public offering of securities in the United States.
Not for publication, distribution or release, directly or indirectly in or into the United States of America.

5

<Reference>
Overallotment Secondary Offering and related matters(1)
Taking into consideration the level of demand and other factors in the Domestic Public Offering, one of
the Domestic Underwriters (the “Selling Domestic Underwriter”) may conduct the Overallotment
Secondary Offering of Investment Units in Japan, using a maximum of 44,750 units to be borrowed fromFJODF GP INV Holdings LLC, a holder of Investment Units. The above number of Investment Units tobe offered in the Overallotment Secondary Offering is the maximum number of Investment Units for thesecondary offering. Depending on the level of demand and other factors, such number of Investment
Units to be offered may decrease, or the Overallotment Secondary Offering itself may not take place atall.
In relation to the Overallotment Secondary Offering, INV’s Board of Directors, on Thursday, July 18,
2024, adopted a resolution to issue 44,750 new Investment Units through a third-party allotment to the
Selling Domestic Underwriter, on Tuesday, August 27, 2024 as the payment date, for the purpose ofallowing the Selling Domestic Underwriter to acquire Investment Units required for returning theborrowed Investment Units.
Additionally, during the period from the date following the application period date for the Domestic Public
Offering and the Overallotment Secondary Offering until Friday, August 23, 2024 (the “Syndicate CoverTransaction Period”), the Selling Domestic Underwriter may purchase, on the Tokyo Stock Exchange,
Investment Units in a quantity up to the number of Investment Units offered in the Overallotment
Secondary Offering for the purpose of returning the Borrowed Units (each such purchase, a “Syndicate
Cover Transaction”). All the Investment Units purchased by the Selling Domestic Underwriter throughsuch Syndicate Cover Transactions will be used for returning the Borrowed Units. During the Syndicate
Cover Transaction Period, the Selling Domestic Underwriter may, based on its own judgment, not carryout any Syndicate Cover Transactions or may conduct Syndicate Cover Transactions in an amount lessthan the number of Investment Units offered in the Overallotment Secondary Offering.
In addition, the Selling Domestic Underwriter may engage in stabilizing transactions in connection with
the Domestic Public Offering and the Overallotment Secondary Offering, and may use all or part of theInvestment Units purchased through such stabilizing transactions to return the Borrowed Units.
As for the number of Investment Units to be determined by subtracting the number of Investment Units
purchased through the Syndicate Cover Transaction and stabilizing transaction, to be used for returning
the borrowed Investment Units, from the number of Investment Units offered in the Overallotment
Secondary Offering, the Selling Domestic Underwriter intends to acquire such number of Investment
Units through accepting the allotment under the Third-Party Allotment.
Consequently, there may be cases where there will be no application for whole or part of the Investment
Units to be issued through the Third-Party Allotment, resulting in a commensurate shortfall in the ultimate
number of Investment Units to be issued through the Third-Party Allotment, due to forfeiture, or there
may be cases where such issuance itself will not take place at all.
(2)
The transactions described in (1) will be conducted by the Selling Domestic Underwriter upon
consultation with the other domestic joint lead managers.

This English Language notice does not constitute or form a part of any offer of securities in the United States of America. The securities referred to above
have not been, and will not be registered under the United States Securities Act of 1933, as amended (the “Securities Act”). The securities may not be
offered or sold in the United States absent registration or an exemption from registration under the Securities Act. The securities referred to herein will
not be publicly offered or sold in the United States. The contemplated transaction does not involve any public offering of securities in the United States.
Not for publication, distribution or release, directly or indirectly in or into the United States of America.

6

4.

Change in the number of Investment Units outstanding after the issuance of the new Investment Units
Current number of Investment Units outstanding:
6,737,121
Increase in the number of Investment Units outstanding due to the :895,000
issuance of new Investment Units through the Offerings
Total number of Investment Units outstanding after the issuance of new :7,632,121
Investment Units through the Offerings
Increase in the number of Investment Units outstanding through the :44,750 (Note)issuance of new Investment Units through the Third-Party Allotment
Total number of Investment Units outstanding after the issuance of:
7,676,871 (Note)
new Investment Units through the Third-Party Allotment(Note) Represents the case where the Domestic Underwriter has applied for all of the new Investment Units to be issued through theThird-Party Allotment, resulting in the issuance of such Investment Units.

5.

Objective and rationale for the issuance
After considering the market conditions and other factors, INV decided to issue new Investment Units withthe objective of achieving higher portfolio returns, increased financial stability and continuous growth of
distributions per unit, through the acquisition of new specified assets (as set forth in Article 2, Paragraph
1 of the Act on Investment Trusts and Investment Corporations (Act No. 198 of 1951, as amended)hereinafter the same).

6.

Amount of funds to be raised, use of proceeds and scheduled timing of expenditure(1)

Amount of funds to be raised (estimated net proceeds)
Up to JPY 59.4 billion (Note)(Note) Amount of funds to be raised (estimated net proceeds) is total amount of proceeds from the Domestic Public Offering(JPY 29.8 billion), the Overseas Offering (JPY 26.7 billion) and the maximum proceeds from the issuance of new
Investment Units through the Third-Party Allotment (JPY 2.8 billion). The above figures are the estimates calculated
based on the closing price of the ordinary trading of the Investment Units at the Tokyo Stock Exchange on July 11, 2024.

This English Language notice does not constitute or form a part of any offer of securities in the United States of America. The securities referred to above
have not been, and will not be registered under the United States Securities Act of 1933, as amended (the “Securities Act”). The securities may not be
offered or sold in the United States absent registration or an exemption from registration under the Securities Act. The securities referred to herein will
not be publicly offered or sold in the United States. The contemplated transaction does not involve any public offering of securities in the United States.
Not for publication, distribution or release, directly or indirectly in or into the United States of America.

7

(2)

Specific use of proceeds and scheduled timing of expenditure
INV will use the proceeds from the Domestic Public Offering (JPY 29.8 billion) and the Overseas
Offering (JPY 26.7 billion) to fund part of its acquisition of specified assets (the “AnticipatedAcquisitions”) on July 31, 2024 (Note 2), as announced in “Notice concerning Acquisition and Leaseof Domestic Trust Beneficiary Interests” dated July 18, 2024. The remainder of the proceeds, if any, as
well as the maximum amount of proceeds from the Third-Party Allotment (JPY 2.8billion) decided on
the same day as the Domestic Public Offering will be retained as cash on hand and be deposited to
the financial institution as the fund for a part of future acquisitions of specified assets or repairs andcapital expenditures to maintain and enhance the asset value of properties in the portfolio. However,if the total proceeds from the Domestic Public Offering, the Overseas Offering and the anticipatedborrowings (JPY 56,725 million) announced in “Notice concerning Debt Financing” dated July 18,
2024, fall short of the total amount of acquisition fund of the Anticipated Acquisitions (Note 3), INV may
use the whole or a part of proceeds from the Third-Party Allotment to fund part of the AnticipatedAcquisitions.
(Note1) The above proceeds are the estimated amount calculated based on the closing price of the ordinary trading of theInvestment Units at Tokyo Stock Exchange on July 11, 2024.
(Note2) In case where the offer price for the issuance of new investment units has not been determined on or prior to July 24,
2024, INV may postpone the closing date of the purchase and sale agreements for the Anticipated Acquisitions as wellas the timing of expenditure. For more details, please refer to the press release “Notice concerning Acquisition and Leaseof Domestic Trust Beneficiary Interests” dated July 18, 2024.
(Note3) Under such circumstances, INV will acquire all properties on the anticipated acquisition date and defer the payment of
the whole or a part of the acquisition price to a day separately agreed with the seller, pursuant to the relevant purchaseand sale agreements. For more details, please refer to the press release “Notice concerning Acquisition and Lease ofDomestic Trust Beneficiary Interests” dated July 18, 2024.

7.

Designation of allottee
Not applicable

8. Others (Restrictions on sale and additional issuance)(1)
With respect to the Global Offering, FJODF GP INV Holdings LLC and FIG LLC shall reach an
agreement not to sell, without prior written consent of the joint global coordinators, any Investment
Units held since before the Global Offering, during the period from the Issue Price Determination Dateto a date 90 days from the delivery date (except for FJODF GP INV Holdings LLC where Investment
Units are lent to a Domestic Underwriter for the purpose of Overallotment Secondary Offering).
(2)

With respect to the Global Offering, INV shall reach an agreement not to issue, without prior writtenconsent of the joint global coordinators, any Investment Units during the period from the Issue Price
Determination Date to a date 90 days from the delivery date (except for the issuance of Investment
Units through the Global Offering, the Third-Party Allotment and investment unit split).

(3)

For (1) and (2) above, the joint global coordinators retain the right to terminate part or all of theaforementioned agreement and to shorten the relevant restriction period.

Website of INV: https://www.invincible-inv.co.jp/en/

This English Language notice does not constitute or form a part of any offer of securities in the United States of America. The securities referred to above
have not been, and will not be registered under the United States Securities Act of 1933, as amended (the “Securities Act”). The securities may not be
offered or sold in the United States absent registration or an exemption from registration under the Securities Act. The securities referred to herein will
not be publicly offered or sold in the United States. The contemplated transaction does not involve any public offering of securities in the United States.
Not for publication, distribution or release, directly or indirectly in or into the United States of America.

8