DAIWA HOUSE REIT INVESTMENT CORPORATION
March 27, 2015
Investment Corporation: Daiwa House Residential Investment Corporation
7th Floor, Nissei Nagatacho Building
2-4-8 Nagatacho, Chiyoda-ku, Tokyo Tetsuji Tada, Executive Director (Code Number: 8984)
Asset Manager: Daiwa House Asset Management Co., Ltd.
Koichi Tsuchida, CEO & President
Inquiries: Hirotaka Uruma, CFO & Director Finance & Corporate Planning Department TEL: +81-3-3595-1265
Daiwa House Residential Investment Corporation ("DHI") announced that Daiwa House Asset Management Co., Ltd., the asset manager to which DHI entrusts the management of its assets (the "Asset Manager"), with regard to the scheduled acquisition date of an asset as outlined in "Notice Concerning Cancellation of Issuance of New Investment Units and Secondary Offering of Investment Units, Cancellation of Debt Financing, Postponement of Acquisition and Leasing of Domestic Assets, and Revision of Operation Status Forecasts" dated March 18, 2015, today reached an agreement on the scheduled acquisition date with Daiwa House Industry Co., Ltd. as outlined below.
1. Scheduled Acquisition Date
Before change: April 1, 2015, or on a date separately agreed upon by the seller and buyer
After change: On a date agreed upon by the seller and buyer, no later than September 30, 2015 (Note) (Note) Acquisition Date will be announced once determined.
2. Acquisition Funds
The sources of acquisition funds has not yet been determined. Details will be announced once determined.
This English language notice is a translation of the Japanese language notice and was prepared solely for the convenience of, and reference by,
overseas investors. DHI makes no warranties as to its accuracy or completeness.
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3. Matters Concerning Forward Commitment, Etc.
(1) Forward commitment (Note), etc. as it relates to the asset scheduled for acquisition
Property name | Date of conclusion of sales and purchase agreement | Scheduled acquisition date |
Pacific Royal Court Minatomirai Urban Tower | March 9, 2015 | Date agreed on separately by seller and buyer, no later than September 30, 2015 |
Royal Parks SEASIR | March 9, 2015 | Date agreed on separately by seller and buyer, no later than September 30, 2015 |
Royal Parks Musashikosugi | March 9, 2015 | Date agreed on separately by seller and buyer, no later than September 30, 2015 |
Castalia Honkomagome | March 9, 2015 | Date agreed on separately by seller and buyer, no later than September 30, 2015 |
L-Place Shinkoyasu | March 9, 2015 | Date agreed on separately by seller and buyer, no later than September 30, 2015 |
(Note) "Forward commitment, etc." is defined as "a sale and purchase agreement binding for forward and future transactions,
with respect to which the settlement and delivery take place one or more months after the signing of the date of
agreement; or other similar agreements" as stipulated in the "Guidelines for Financial Instruments Business
Supervision" by the Financial Services Agency
(2) Financial impact on DHI in the event forward commitment cannot be implemented
In sales and purchase agreement, if either party is found to be in breach of the agreement to the extent that the purpose of the agreement cannot be fulfilled, unless the issue is resolved by a demand letter, the other party has the right to cancel the agreement. In such a case, the party found to have been in breach of the agreement will be assessed a penalty (excluding an amount equivalent to consumption tax or local consumption tax) equivalent to 20% of the trading value (regardless of the monetary amount of the damages, demands for amounts in excess of the prescribed penalty, or demands for reduction of the prescribed penalty, will not be entertained).
There is a special agreement attached to the sales and purchase agreement stipulating that fund procurement for the purpose of acquiring the asset scheduled for acquisition is a condition of payment of the trading value by DHI, and if such fund procurement cannot be executed as of the scheduled acquisition date, DHI is relieved of the responsibility for payment of trading value, and DHI will not be assessed a penalty and has the right to nullify the sales and purchase agreement. In the event DHI is not able to procure funds, DHI is exempt from any form of indemnification or compensation (including the payment of a penalty) with regard to the seller and can cancel the sales and purchase agreement, the possibility of significant financial impact on DHI is negligible.
4. Overview of Assets Scheduled for Acquisition
Please refer to "Notice Concerning the Proposed Acquisition and Leasing of Domestic Assets (Pacific
Royal Court Minatomirai Urban Tower and Four other Properties)" dated March 9, 2015.
5. Future Prospects
Operational status forecasts of DHI for the 19th Fiscal Period ending August 2015 and 20th Fiscal Period ending February 2016 are currently being assessed and will be announced once determined.
* This press release is (original Japanese version) to be distributed to the Kabuto Club (the press club of the Tokyo Stock Exchange); the Ministry of Land, Infrastructure, Transport and Tourism Press Club; and the Ministry of Land, Infrastructure, Transport and Tourism Press Club for Construction Publications.
* URL of the DHI's website: http://daiwahouse-resi-reit.co.jp/eng/
This English language notice is a translation of the Japanese language notice and was prepared solely for the convenience of, and reference by,
overseas investors. DHI makes no warranties as to its accuracy or completeness.
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