August 24, 2021
FOR IMMEDIATE RELEASE
Activia Properties Inc.
21-1 Dogenzaka 1-chome, Shibuya-ku, Tokyo
Kazushi Sato
Executive Director(Code: 3279)
Asset Management Company
TLC REIT Management Inc.
Masaoki Kanematsu
President & CEOInquiries
Kazuyuki Murayama
General Manager of Strategy Department
Activia Management Division(Tel: +81-3-6455-3377)

Notice Concerning Revision to the Forecast of Management Performancefor the Fiscal Periods Ending November 30, 2021 and May 31, 2022
Activia Properties Inc. (“API”) announces that it has revised the forecast of the management performance forthe fiscal periods ending November 30, 2021 (June 1, 2021 - November 30, 2021) (the 20th Period) and May 31,2022 (December 1, 2021 - May 31, 2022) (the 21st Period), which was announced on July 12, 2021 in the“Financial Report for the Fiscal Period Ended May 31, 2021”. Details are as follows.

1．Reason for the revision to the forecast of management performance
Considering the effect of the acquisition of assets as described in the “Notice of Acquisition of Assets andLease Contract with New Tenants (Three Properties Including Meguro Tokyu Building)” and the issuance of
new investment units as described in the “Notice Concerning Issuance of New Investment Units and Secondary
Offering of Investment Units”, which were both announced today, API has revised the forecast of themanagement performance due to the change in the assumptions for the forecast of the management performancefor the fiscal periods ending November 30, 2021 and May 31, 2022, which was announced on July 12, 2021.

Disclaimer: This press release is an announcement by Activia Properties Inc. concerning the revision to the forecast for thefiscal period ending November 30, 2021 and May 31, 2022, and has not been prepared for the purpose of solicitation forinvestment. Investors are asked to ensure that they read the prospectus for the issuance of new investment units, as well as
any amendments thereto, prepared by Activia Properties Inc. before they invest and that they make decisions on investment
at their own discretion.

12．The revision of the forecast for the fiscal period ending November 30, 2021 (the 20th Period)

Previous Forecast(A)
Revised Forecast(B)
Changes(B-A)
Changes

Operatingrevenues(Millions ofyen)

Operatingprofit(Millions ofyen)

Ordinaryprofit(Millions ofyen)

Profit(Millions ofyen)

Cashdistributions(including
cash
distributions
in excess ofearnings)
per unit(yen)

15,299

8,190

7,212

7,211

9,350

9,350

-

15,755

8,660

7,584

7,583

9,350

9,216

134

456

469

371

371

0-134

134

3.0%

5.7%

5.2%

5.2%

0.0%

-1.4%

-

Cash
distributions(excluding
cash
distributions
in excess ofearnings)
per unit
(yen)

Cash
distributions
in excess ofearnings perunit
(yen)

Cash
distributions(excluding
cash
distributions
in excess ofearnings)
per unit
(yen)

Cash
distributions
in excess ofearnings perunit(yen)(Reference) Expected number of investment units at the end of the fiscal period: 822,754 units

3．The revision of the forecast for the fiscal period ending May 31, 2022 (the 21st Period)

Previous Forecast(A)
Revised Forecast(B)
Changes(B-A)
Changes

Operatingrevenues(Millions ofyen)

Operatingprofit(Millions ofyen)

Ordinaryprofit(Millions ofyen)

Profit(Millions ofyen)

Cashdistributions(includingcash
distributions
in excess ofearnings)
per unit(yen)

14,660

8,023

7,019

7,018

9,100

9,100

‐

15,557

8,707

7,672

7,6719,323

9,323

‐

896

684

652652

223

223

‐

6.1%

8.5%

9.3%

9.3%

2.5%

2.5%

‐

(Reference) Expected number of investment units at the end of the fiscal period: 822,754 units(Notes)
1.
The forecasts in this material are valid as of today and are calculated based on the assumptions given in the Exhibit 1“Assumptions for Forecasts of Management Performance for the Fiscal Period Ending November 30, 2021 (June 1, 2021- November 30, 2021) and for the Fiscal Period Ending May 31, 2022 (December 1, 2021 - May 31, 2022)”. Actualoperating revenues, operating profit, ordinary profit, profit, cash distributions (including cash distributions in excess ofearnings) per unit, cash distributions (excluding cash distributions in excess of earnings) per unit and cash distributions
in excess of earnings per unit may change due to factors in the future such as the acquisition and disposition of assets,
trends in the real estate market, the issuance of additional investment units, and other changes in circumstances
surrounding API. The forecasts do not guarantee the amount of cash distributions.
2.
The forecasts may be revised if a substantial difference from the forecast above is anticipated.
Disclaimer: This press release is an announcement by Activia Properties Inc. concerning the revision to the forecast for thefiscal period ending November 30, 2021 and May 31, 2022, and has not been prepared for the purpose of solicitation forinvestment. Investors are asked to ensure that they read the prospectus for the issuance of new investment units, as well as
any amendments thereto, prepared by Activia Properties Inc. before they invest and that they make decisions on investment
at their own discretion.

2

3.

Amounts less than the stated units are rounded down and the percentage is rounded to the first decimal place. The same
applies hereinafter.

*Website of API: https://www.activia-reit.co.jp/en/

Disclaimer: This press release is an announcement by Activia Properties Inc. concerning the revision to the forecast for thefiscal period ending November 30, 2021 and May 31, 2022, and has not been prepared for the purpose of solicitation forinvestment. Investors are asked to ensure that they read the prospectus for the issuance of new investment units, as well asany amendments thereto, prepared by Activia Properties Inc. before they invest and that they make decisions on investment
at their own discretion.

3

【Exhibit 1】
Assumptions for Forecasts of Management Performance for the Fiscal Period Ending November 30, 2021 (June 1,2021 - November 30, 2021) and for the Fiscal Period Ending May 31, 2022 (December 1, 2021 - May 31, 2022)
Item
Accounting period•••

Assets undermanagement••

Assumptions
The 20th Period (June 1, 2021 to November 30, 2021) (183 days)
The 21st Period (December 1, 2021 to May 31, 2022) (182 days)
The forecast of management performance is based on the assumption of the realestate trust beneficiary rights to 47 properties compromising 44 properties that API
holds as of today (the “currently held assets”) and the following two changes.
(1) The acquisition of real estate trust beneficiary rights in A-PLACE Tamachi
East (Note 1) and disposition of real estate trust beneficiary rights in Tokyu
Plaza Akasaka (acquisition and disposition are scheduled for October 29,2021) as stated in “Notice of Acquisition and Disposition of Assets andLease Contract with New Tenants (Tamachi East Building and Tokyu
Plaza Akasaka)” announced May 21, 2021.
(2) Acquisition of real estate trust beneficiary rights in Meguro Tokyu
Building(Note 2), Q plaza Shinjuku 3-chome, and A-PLACE Shibuya
Nampeidai (Note 3) (collectively the “anticipated properties”)(acquisitions are scheduled for September 10, 2021) (Note 4) as stated in“Notice of Acquisition of Assets and Lease Contract with New Tenants(Three Properties Including Meguro Tokyu Building)” announced today.
It is assumed that there will be no other changes than above in the assets undermanagement (such as acquisition of new properties or disposition of existingproperties) until the end of the fiscal period ending May 31, 2022 (the 21st Period).
Our forecasts, however, may change due to any changes to the composition of ourinvestment portfolio.

(Note 1) The name of this property is currently ” Tamachi East Building,” but isscheduled to be renamed to the stated name on November 1, 2022.
(Note 2) It is possible that Meguro Tokyu Building will be renamed.
(Note 3) The name of this property is currently “Nikko Shibuya Nampeidai Building,”
but is scheduled to be renamed to the stated name on September 1, 2022.
(Note 4) It is possible that the date of transactions will be changed to such other day due
to the change of the payment date or as is agreed between the seller and API.

Operating revenues

Operating expenses• Revenues from the leasing of the currently held assets are calculated based on theeffective lease contracts as of today and market movements, etc. Revenue fromthe leasing of A-PLACE Tamachi East and the anticipated properties are calculated
based on the lease contracts from the scheduled date of acquisition expected as oftoday and other factors.
• Operating revenues are based on the assumption that there will be no delinquencies
or nonpayments of rent by tenants.
• From the disposition of Tokyu Plaza Akasaka, gain on sales of the property of 260
million yen will be recorded for the fiscal period ending November 30, 2021 (the20th Period). Actual operating revenues may change due to factors in the futuresuch as success or failure of the disposition of the property, the price and the dateof the disposition, and other conditions.
• With regard to the expenses in the leasing business that are principal operating

Disclaimer: This press release is an announcement by Activia Properties Inc. concerning the revision to the forecast for thefiscal period ending November 30, 2021 and May 31, 2022, and has not been prepared for the purpose of solicitation forinvestment. Investors are asked to ensure that they read the prospectus for the issuance of new investment units, as well as
any amendments thereto, prepared by Activia Properties Inc. before they invest and that they make decisions on investment
at their own discretion.

4••

•

•

Non-operating
expenses••

Interest bearing debt•

expenses, expenses other than depreciation for the currently held assets arecalculated reflecting variable expense factors based on past history. Expenses for
A-PLACE Tamachi East and the anticipated properties are calculated by reflecting
variable expense factors and others based on the information provided by thecurrent owners.
Although property taxes and city planning taxes on the anticipated properties aregenerally calculated on a pro rata basis with the current owners and settled at thetime of acquisition, the amount equivalent to the settlement money is not expensed
in the period when the assets are acquired, as it is included in the acquisition cost.
The total amount of property taxes, city planning taxes and other taxes on APLACE Tamachi East and the anticipated properties that are included in theacquisition cost is assumed to be 56 million yen. Property taxes, city planningtaxes, and other taxes on the currently held assets to be expensed in the fiscal
period ending November 30, 2021 (the 20th Period) and the fiscal period ending
May 31, 2022 (the 21st Period) will be 1,383 million yen and 1,270 million yen,respectively. With regard to A-PLACE Tamachi East and the anticipatedproperties, property taxes, city planning taxes, and other taxes for fiscal year 2021
will be expensed starting from the fiscal period ending November 30, 2022 (the22nd Period).
With respect to building repair expenses, the amount assumed to be necessary foreach business period is estimated based on a medium- and long-term repair andmaintenance plan formulated by the Asset Management Company. However,repair expenses in each business period may differ largely from the expectedamount for various reasons, including that repair and maintenance expenses could
suddenly arise due to damage to buildings from certain unexpected factors; thatthe amount of repair expenses generally varies considerably from year to year; andthat repair expenses do not occur regularly.
Depreciation expenses including ancillary costs are calculated by the straightline
method. The forecast assumes 1,377 million yen in depreciation expenses in thefiscal period ending November 30, 2021 (the 20th Period) and 1,380 million yen
in the fiscal period ending May 31, 2022 (the 21st Period).
For interest expenses and other borrowing costs, 974 million yen and 1,034 million
yen are anticipated in the fiscal period ending November 30, 2021 (the 20thPeriod) and in the fiscal period ending May 31, 2022 (the 21st Period),respectively.
For temporary expenses, 80 million yen for the issuance of new investment units,
as described in the “Notice Concerning Issuance of New Investment Units andSecondary Offering of Investment Units” announced today, is assumed for the
fiscal period ending November 30, 2021 (the 20th Period).
API has a total outstanding balance of 244,150 million yen as of today (221,350
million yen as borrowings and 22,800 million yen as investment corporation
bonds). Also it is assumed that we will borrow funds of 15,800 million yen on
September 10, 2021 for the acquisition of the anticipated properties and theaccretive amount of our interest bearing debt will be 259,950 million yen.
It is assumed that the interest bearing debt which becomes due and payable by thefiscal period ending November 30, 2021 (the 20th Period) and the fiscal period
ending May 31, 2022 (the 21st Period), with nothing for the 20th Period andDisclaimer: This press release is an announcement by Activia Properties Inc. concerning the revision to the forecast for thefiscal period ending November 30, 2021 and May 31, 2022, and has not been prepared for the purpose of solicitation forinvestment. Investors are asked to ensure that they read the prospectus for the issuance of new investment units, as well as
any amendments thereto, prepared by Activia Properties Inc. before they invest and that they make decisions on investment
at their own discretion.

5•••

•
Investment units••
Cash distributions
per unit•••
Cash distributions inexcess of earnings
per unit••
Other•

14,100 million yen of the long-term borrowings for the 21st Period, will berefinanced.
LTV at the end of the fiscal period ending November 30, 2021 (the 20th Period)
and the fiscal period ending May 31, 2022 (the 21st Period) is anticipated to be45.9%.
LTV is calculated based on the following formula:
LTV = Balance of interest bearing debt / Total assets × 100
It is assumed that in addition to 771,224 units currently outstanding as of today,
the new investment units in the amount of 49,030 units and the third-party
allotment in the amount up to 2,500 units will be issued as resolved at the board ofdirectors meeting held today.
It is assumed that no additional units will be issued by May 31, 2022 (the end ofthe 21st Period).
Cash distributions per unit for the fiscal period ending November 30, 2021 (the20th Period) and the fiscal period ending May 31, 2022 (the 21st Period) arecalculated based on the expected number of investment units issued at the end ofeach fiscal period, which is 822,754 units, including the number of investment
units to be offered this time.
Cash distributions (cash distributions per unit) are calculated based on the cash
distribution policy stipulated in our Articles of Incorporation.
The cash distributions per unit may change due to various factors, includingchanges to the composition of our investment portfolio, changes in rental revenues
accompanying changes in tenants, and unexpected maintenance and repairs.
We assume no change in deferred loss on hedges, which may be generated byinterest rate swap transactions and deducted in net assets.
Calculated based on the policy for cash distributions in excess of earnings
stipulated in our Articles of Incorporation.
One-off cash distributions in excess of earnings of 134 yen per unit in the fiscal
period ending November 30, 2021 (the 20th Period) are assumed due to theforecasted temporary drop in cash distributions per unit with the execution offundraising including the issuance of new investment units during the fiscal period
ending November 30, 2021 (the 20th period).
We assume that there will be no amendments in legislation, taxation, accounting
standards, listing regulations or regulations of the Investment Trusts Associationof Japan that may affect the above forecasts.
We assume that there will be no material changes in general economic conditions
or real estate markets.

Disclaimer: This press release is an announcement by Activia Properties Inc. concerning the revision to the forecast for thefiscal period ending November 30, 2021 and May 31, 2022, and has not been prepared for the purpose of solicitation forinvestment. Investors are asked to ensure that they read the prospectus for the issuance of new investment units, as well as
any amendments thereto, prepared by Activia Properties Inc. before they invest and that they make decisions on investment
at their own discretion.

6

【Exhibit 2】<Tax-stabilized DPU for the fiscal period ending May 31, 2022 (the 21st period)>(Note 1) “The POs” refers to the issuance of new investment units through domestic public offering andinternational offering as well as the third-party allotment as described in “Notice Concerning Issuanceof New Investment Units and Secondary Offering of Investment Units” announced today. “3 Properties
to be Acquired” refers to the 3 assets as described in the “Notice of Acquisition of Assets and Lease
Contract with New Tenants (Three Properties Including Meguro Tokyu Building)” announced today.
(Note 2) Tax-stabilized DPU before the POs (Based on 44 properties) is calculated based on the forecast Cashdistributions (excluding cash distributions in excess of earnings) per unit for the fiscal period ending
May 31, 2022 (the 21st period), 9,100 yen, which was announced in the “Financial Report for the Fiscal
Period Ended May 31, 2021” on July 12, 2021, as adjusted for the temporary fluctuations in expenses
caused by the accounting treatment of taxes and public dues of property tax, city planning tax, and othertaxes (the “Taxes and Public Dues” hereinafter) related to A-PLACE Tamachi East.(Calculating basedon the assumption that Taxes and Public Dues were recorded as rental business expenses of the businessperiod although Taxes and Public Dues were not expensed as the decision to impose Taxes and Public
Dues was not made at the acquisition. The same shall apply hereinafter.)(Note 3) Tax-stabilized DPU after the POs (Based on 47 properties) is calculated based on the forecast Cashdistributions (excluding cash distributions in excess of earnings) per unit for the fiscal period ending
May 31, 2022 (the 21st period), 9,323 yen, which is calculated based on Exhibit 1 “Assumptions for
Forecasts of Management Performance for the Fiscal Period Ending November 30, 2021 (June 1, 2021- November 30, 2021) and for the Fiscal Period Ending May 31, 2022 (December 1, 2021 - May 31,2022)”, as adjusted for the temporary fluctuations in expenses caused by the accounting treatment ofthe Taxes and Public Dues related to A-PLACE Tamachi East and 3 Properties to be Acquired.
The purpose of presenting Tax-stabilized DPU before the POs (Based on 44 properties) and Tax-stabilized DPU
after the POs (Based on 47 properties) is not to calculate management performance for the Fiscal Period Ending
May 31, 2022 or for other specified fiscal periods, and in addition these figures do not in any sense represent theforecast of management performance for specified fiscal periods. Please note that DPU and the management
performance including the actual performance figures of the Fiscal Period Ending May 31, 2022, or of otherspecified fiscal periods would differ from Tax-stabilized DPU before the POs (Based on 44 properties) and Taxstabilized DPU after the POs (Based on 47 properties) stated above.

Disclaimer: This press release is an announcement by Activia Properties Inc. concerning the revision to the forecast for thefiscal period ending November 30, 2021 and May 31, 2022, and has not been prepared for the purpose of solicitation forinvestment. Investors are asked to ensure that they read the prospectus for the issuance of new investment units, as well as
any amendments thereto, prepared by Activia Properties Inc. before they invest and that they make decisions on investment
at their own discretion.

7