February 24, 2022
For Immediate Release
Real Estate Investment Trust Securities Issuer:
GLP J-REIT
Representative: Yoshiyuki Miura, Executive Director
(Security Code: 3281)
Asset Management Company:
GLP Japan Advisors Inc.
Representative: Yoshiyuki Miura, President
Contact: Shinji Yagiba, CFO
(TEL: 03-3289-9630)
Borrowing of Funds (Including Sustainability Loan) and Signing of Interest Rate Swap
Agreement
GLP J-REIT announces the borrowing of funds (hereinafter, the "New Borrowings") and the signing of interest rate swap agreements. New Borrowings includes the loan which will be executed in accordance with the scheme of the sustainability finance framework established by GLP J-REIT (hereinafter, the "Sustainability Loan").
The details of New Borrowings are as follows:
1. Details of New Borrowings
Lender | Loan | Interest | Drawdown | Borrowing | Repayment | Repayment | Security |
amount | rate | date | method | date | method | ||
Syndicate of lenders | |||||||
arranged by Sumitomo | Base rate plus | ||||||
Mitsui Banking | 7,100 | Feb. 28, | |||||
0.175% | |||||||
Corporation, MUFG | million yen | 2025 | |||||
(Note 4) | |||||||
Bank, Ltd. and Mizuho | |||||||
Borrowing | |||||||
Bank, Ltd. (Note 1) | |||||||
based on the | |||||||
Syndicate of lenders | respective | ||||||
arranged by Sumitomo | term loan | Lump-sum | |||||
Mitsui Banking | 3,000 | Base rate plus | Feb. 28, | agreements | Feb. 26, | repayment | Unsecured |
dated | |||||||
Corporation, MUFG | 0.165% | on | Not | ||||
million yen | 2022 | February 24, | 2027 | ||||
Bank, Ltd. and Mizuho | (Note 4) | repayment | guaranteed | ||||
2022 with | |||||||
Bank, Ltd. (Note 2) | date | ||||||
the lenders | |||||||
(Sustainability Loan) | shown to the | ||||||
left as | |||||||
Syndicate of lenders | |||||||
lenders | |||||||
arranged by Sumitomo | Base rate plus | ||||||
Mitsui Banking | 1,950 | Feb. 28, | |||||
0.230% | |||||||
Corporation, MUFG | million yen | 2029 | |||||
(Note 4) | |||||||
Bank, Ltd. and Mizuho | |||||||
Bank, Ltd. (Note 3) | |||||||
(Note 1) The syndicate of lenders comprises, Sumitomo Mitsui Banking Corporation, MUFG Bank, Ltd., The Norinchukin Bank, The Bank of Fukuoka, Ltd., Sumitomo Mitsui Trust Bank, Limited, Citibank, N.A., Tokyo Branch, The 77 Bank, Ltd., and The Gunma Bank, Ltd.
(Note 2) The syndicate of lenders comprises Mizuho Bank, Ltd.
(Note 3) The syndicate of lenders comprises, Sumitomo Mitsui Banking Corporation, MUFG Bank, Ltd., Development Bank of Japan Inc., Resona Bank, Limited, and Shinsei Bank, Limited.
(Note 4) The interest payment dates will be on the last day of February, May, August and November from the end of February 2022 inclusive as well as on the repayment date (if such day does not fall on a business day, the interest payment date shall be on the next business day, but if the applicable day is in the following month, the interest payment date shall be on the business day immediately preceding the original date.)
The base rate applicable to the calculation period for the interest payable on an interest payment date shall be the JBA three-month Japanese Yen TIBOR published by the JBATA two business days prior to the interest payment date immediately preceding the respective interest payment date (however, for the first calculation period, the applicable date is the drawdown date); provided, however, that in cases where the calculation period is less than three months, the base rate shall be the base rate corresponding to the relevant period calculated based on the method provided in the loan agreement.
For the JBA three-month Japanese Yen TIBOR as the base rate, please check the JBATA's website (http://www.jbatibor.or.jp/english/).
(Note 5) The interest rate will be converted into a fixed rate through an interest rate swap agreement. For details, please refer to "5. Signing of interest rate swap agreements" below.
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2. Reason for New Borrowings
New Borrowings in the amount of 12,050 million yen and the issuance of sustainability bonds (3,300 million yen) stated in the "Issuance of Investment Corporation Bonds (Sustainability Bonds)" dated February 18, 2022, are to be used for the refinance of outstanding borrowings (15,050 million yen) which is due on February 28, 2022, and the early repayment of borrowings (300 million yen) stated in "Early Repayment of Borrowings" dated February 18, 2022 (hereinafter, the "Refinance"). New Borrowings includes Sustainability Loan, which is the first initiative for GLP J-REIT for its debt financing.
In addition to green finance as part of its initiatives in consideration of environmental sustainability, GLP J-REIT has also been actively engaged in sustainability finance for the purpose of financing projects that contribute to solve social issues. Following the issuance of its first sustainability bonds as a J-REIT in September 2020, the total amount of sustainability bonds issuance by GLP J-REIT expanded to 16.8 billion yen (Note 1). GLP J-REIT aims to enhance ESG financing not only by sustainability bonds but sustainability loans. The total amount of ESG bonds issuance by GLP J- REIT will be expanded to 40.9 billion yen after Refinance, maintaining in the top J-REIT in terms of ESG bonds outstanding.
The Sustainability Loan will be executed in accordance with the scheme of sustainability financing (Sustainability Finance Framework) stated in the "Submission of Amendment to the Shelf Registration Statement for Issuance of Sustainability Bonds"dated September 2, 2020.
GLP J-REITplans to use the proceeds from the Sustainability Loan for maturity payment of the loan due on February 28, 2022 (All of the proceeds from the said loan were used to acquire GLP Sugito and GLP Tosu I, a specified asset meeting the criteria of Eligible Sustainability Project (Note 2).
(Note 1) The amount includes the sustainability bonds to be issued, which was stated in the "Issuance of Investment Corporation Bonds (Sustainability Bonds)" dated February 18, 2022.
(Note 2) Eligible Sustainability Projects are assets or projects that satisfy either of the Eligible Green Project Criteria and the Eligible Social Project Criteria shown below. The same applies hereinafter.
Green buildings:New, existing or renovated buildings that have obtained at least one of the following certifications;
- DBJ Green Building Certification (Japan): five, four or three stars
- CASBEE (Japan): S, A or B+
- BELS (Japan): five, four, or three
- LEED (U.S.): Platinum, Gold or Silver
Contribution to the sustainable growth of local communities
New, existing, or refurbished buildings that contribute to either of items a through d shown below:
- Safety of local residents in times of disaster
- Development of the local living environment
- Revitalization of the local community
- Provision of parenting support
3. Amount, use and schedule of expenditure of funds to be procured
- Amount of funds to be procured 12,050 million yen in total
-
Specific use of funds to be procured
Repayment of the outstanding borrowings which is due on February 28, 2022 (15,050 million yen) and the early repayment of the outstanding borrowings (300 million yen) - Schedule of expenditure February 28, 2022
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4. Status of loans after the Refinance
(Unit: million yen) | |||
Before | After | Increase | |
Refinance | Refinance (Note 1) | (Decrease) | |
Short-term loans (Note 2) | 39,420 | 34,200 | (5,220) |
Long-term loans (Note 2) | 256,400 | 258,320 | +1,920 |
Total loans | 295,820 | 292,520 | (3,300) |
Investment corporation bonds | 50,700 | 54,000 | +3,300 |
Total of loans and investment | 346,520 | 346,520 | - |
corporation bonds | |||
(Note 1) "After Refinance" is based on the assumption which are the issuance of investment corporation bonds stated in the "Issuance of Investment Corporation Bonds (Sustainability Bonds)" dated February 18, 2022, the borrowings through the refinance of all outstanding borrowings which is due on February 28, 2022 (15,050 million yen), and the Early Repayment (300 million yen). Each amount stated in the table is based on the assumption that all of transactions above are to be completed on or by February 28, 2022.
(Note 2) "Short-term loans" refers to loans with a maturity period of one year or less from today for "Before Refinance", and as of February 28, 2022 for "After Refinance", and "Long-term loans" refers to loans with a maturity period of more than one year from today for "Before Refinance", and as of February 28, 2022 for "After Refinance". Furthermore, the changes in the table include the outstanding borrowing (10,130 million yen) with the maturity date of February 28, 2023, which is included in "Short-term loans" and excluded from "Long-term loans".
5. Signing of interest rate swap agreements
- Reason for signing the interest rate swap agreements
GLP J-REIT signed the interest rate swap agreements to hedge the risks of interest rate fluctuations by converting the interest rate payable into a fixed rate for New Borrowings.
- Details of the interest rate swap agreement
Counterparty | Notional | Interest rate | Commencement | Termination | Interest payment date |
principal | date | date | |||
Fixed interest rate | |||||
Nomura | 7,100 | payable: 0.135% | |||
Securities Co., | million yen | Floating interest rate | Feb. 28, 2025 | ||
Ltd. | (Note 1) | receivable: JBA 3- | The last day of each of February, | ||
month yen TIBOR | May, August and November of | ||||
every year and termination date | |||||
Fixed interest rate | |||||
(if such day does not fall on a | |||||
Nomura | 3,000 | payable: 0.187% | Feb. 28, | business day, the interest | |
Securities Co., | million yen | Floating interest rate | Feb. 26, 2027 | payment date shall be on the next | |
2022 | |||||
Ltd. | (Note 2) | receivable: JBA 3- | business day, but if the applicable | ||
month yen TIBOR | day is in the following month, the | ||||
interest payment date shall be on | |||||
Fixed interest rate | |||||
the business day immediately | |||||
Nomura | 1,950 | payable: 0.255% | preceding the original date) | ||
Securities Co., | million yen | Floating interest rate | Feb. 28, 2029 | ||
Ltd. | (Note 3) | receivable: JBA 3- | |||
month yen TIBOR | |||||
(Note 1) The swap agreement is related to the loan of 7,100 million yen, which scheduled repayment date is February 28, 2025. For details, please refer to "1. Details of New Borrowings" above. The interest rate will be substantially fixed at 0.310% for the loan by this interest rate swap agreement.
(Note 2) The swap agreement is related to the loan of 3,000 million yen, which scheduled repayment date is February 26, 2027. For details, please refer to "1. Details of New Borrowings" above. The interest rate will be substantially fixed at 0.352% for the loan by this interest rate swap agreement.
(Note 3) The swap agreement is related to the loan of 1,950 million yen, which scheduled repayment date is February 28, 2029. For details, please refer to "1. Details of New Borrowings" above. The interest rate will be substantially fixed at 0.485% for the loan by this interest rate swap agreement.
6. Future Outlook
Since the Refinance is already incorporated into the earnings forecast, GLP J-REIT makes no change in the future outlook of earnings forecasts for the fiscal period ending February 2022 (from September 1, 2021 to February 28, 2022) and the fiscal period ending August 2022 (from March 1, 2022 to August 31, 2022) disclosed in the press release titled "Amendment of Forecasts Concerning Operating Status and Distribution for the Fiscal Periods Ending February 28, 2022 and August 31, 2022" dated December 13, 2021.
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7. Other matters necessary for investors' appropriate understanding / judgment of the concerned information
With respect to the risks associated with the New Borrowings, the content of "Investment Risks" stated in the securities report submitted on November 26, 2021 has not changed.
*GLP J-REIT website address: https://www.glpjreit.com/en/
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GLP J-REIT published this content on 24 February 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 24 February 2022 06:11:08 UTC.