: Not yet determined
The amount will be determined at a meeting of the Board of Directors of MIRAI to be held on a date between December 20, 2021 (Monday) and December 22, 2021 (Wednesday) (hereinafter the "Pricing Date") in accordance with the method stated in Article 25 of the Regulations Concerning Underwriting of Marketable Securities stipulated by the Japan Securities Dealers Association.
: Not yet determined
: Not yet determined
The issue price (offer price) will be provisionally calculated by multiplying the closing price of the investment units of MIRAI (the "Investment Units") in a regular trading session at the Tokyo Stock Exchange, Inc. on the Pricing Date (if the closing price is not available on such date, the closing price on the most recent day preceding that date) by a factor of 0.90 to 1.00 (amounts less than ¥1 to be rounded down), in accordance with the method stated in Article 25 of the Regulations Concerning Underwriting of Marketable Securities stipulated by the Japan Securities Dealers Association, and then will be determined on the Pricing Date by taking into consideration of the demand conditions and other factors.

December 13, 2021

For Immediate Release

Real Estate Investment Trust:

MIRAI Corporation

Michio Suganuma, Executive Director

(Securities Code: 3476)

Asset Management Company:

Mitsui Bussan & IDERA Partners Co., Ltd.

Michio Suganuma, Representative Director, President

Contact: Nobuaki Takuchi, Executive Director, CFO

TEL: +81-3-6632-5950

Notice Concerning Issuance of New Investment Units and Secondary Offering of Investment Units

MIRAI Corporation (hereinafter "MIRAI") announces that a resolution was passed at a meeting of its Board of Directors held on December 13, 2021 to issue new investment units and conduct the secondary offering of investment units. Details are as follows.

1. Issue of new investment units (public offering)

1Number of investment units : 104,000 units to be offered

2Paid-in amount

3Total paid-in amount

4Issue price (offer price)

Note:

This press release is a document that will be released publicly relating to the issue of new investment units of MIRAI and the sale of

investment units and is not prepared for the purpose of solicitation for investment. Before initiating investments, MIRAI asks investors

to ensure that they refer to the prospectus for the issuance of new investment units and the secondary offering of investment units and

amendments thereto prepared by MIRAI, and that they undertake investment at their own discretion and responsibility.

1

5Total amount of issue price (offer price)
6Offering method
7Details of the underwriting agreement
8Unit for subscription
9Subscription period
10Payment date
11Settlement date

: Not yet determined

: In the form of the public offering, all the Investment Units will be purchased and underwritten by underwriting companies (hereinafter the "Underwriters"), with Nomura Securities Co, Ltd., SMBC Nikko Securities Inc., Mizuho Securities Co, Ltd., and Mitsubishi UFJ Morgan Stanley Securities Co., Ltd. as the joint lead managers (hereinafter the "Joint Lead Managers"). Nomura Securities Co, Ltd. and SMBC Nikko Securities Inc. are the joint book runners.

: The Underwriters shall pay the same amount as the total paid-in amount in the public offering to MIRAI on the payment date stated in (10) below, and the difference between such amount and the total amount of issue value in the public offering will be the net proceeds of the Underwriters. MIRAI will not pay underwriting fees to the Underwriters.

: One unit or more in multiples of one unit

: From the business day immediately following the Pricing Date to the second business day following the Pricing Date

: Any date between December 24, 2021 (Friday) and December 28, 2021 (Tuesday). However, it shall be the fourth business day immediately following the Pricing Date.

: The business day immediately following the payment date stated in (10) above.

12The paid-in amount, the issue price and other matters necessary for the issue of new Investment Units will be determined at a meeting of the Board of Directors of MIRAI to be held in the future.

13The above items are subject to the condition that the filing under the Financial Instruments and Exchange Act takes effect.

2. Secondary offering of Investment Units by over-allotment (please see 1. below) 1Number of investment units : 5,200 units

to be offered

The number of Investment Units for secondary offering shows the upper

limit. The number of Investment Units for secondary offering will be

determined at a meeting of the Board of Directors of MIRAI to be held

on the Pricing Date, taking into consideration demand conditions of

public offering and other factors. The number of Investment Units for

secondary offering may be reduced depending on the status of demand

for the public offering, etc., or the secondary offering by over-allotment

itself may be cancelled entirely.

2Seller

: Nomura Securities Co., Ltd.

3Selling price

: Not yet determined

It will be determined on the Pricing Date. The secondary offering price

shall be the same as the issue price in the public offering.

4Total selling price

: Not yet determined

Note:

This press release is a document that will be released publicly relating to the issue of new investment units of MIRAI and the sale of

investment units and is not prepared for the purpose of solicitation for investment. Before initiating investments, MIRAI asks investors

to ensure that they refer to the prospectus for the issuance of new investment units and the secondary offering of investment units and

amendments thereto prepared by MIRAI, and that they undertake investment at their own discretion and responsibility.

2

5Selling method

: Nomura Securities Co., Ltd, a book runner of the public offering, will

carry out the secondary offering of the Investment Units that is to be

borrowed from a unitholder of MIRAI with 5,200 units as the upper limit,

taking into consideration of the demand conditions and other factors of

the public offering.

6Unit for subscription

: One unit or more in multiples of one unit

7Subscription period

: Same as the subscription period for the public offering

8Settlement date

: Same as the Settlement date for the public offering

9The selling price and other matters necessary for the secondary offering of Investment Units will be determined at a meeting of the Board of Directors of MIRAI.

10The above items are subject to the condition that the filing under the Financial Instruments and Exchange Act takes effect.

3. Issue of new Investment Units through a third-party allotment (please see 1. below) 1Number investment units to : 5,200 units

be offered

2Paid-in amount

: Not yet determined

To be determined at a meeting of the Board of Directors of MIRAI to be

held on the Pricing Date. The paid-in amount will be same as the paid-in

amount of the public offering.

3Total paid-in amount

: Not yet determined

4Allottee

: Nomura Securities Co., Ltd.

5Unit for subscription

: One unit or more in multiples of one unit

6Subscription period

: January 24, 2022 (Monday)

7Payment date

: January 25, 2022 (Tuesday)

8The issue of Investment Units for which no subscription is submitted by the subscription period stated in (6) above will be cancelled.

9The paid-in amount and other matters necessary for the issue of new Investment Units will be determined at a meeting of the Board of Directors of MIRAI to be held in the future.

10The above items are subject to the condition that the filing under the Financial Instruments and Exchange Act takes effect.

(Reference)

1. Secondary offering by over-allotment, etc.

The secondary offering by over-allotment is the selling of the Investment Units that Nomura Securities Co., Ltd., a book runner of the public offering, borrows from a unitholder of MIRAI, with 5,200 units as the upper limit, taking into consideration of the demand conditions and other factors of the public offering. Although the number of Investment Units for secondary offering by over-allotment is planned to be 5,200, this number of Investment Units for secondary offering may be reduced or the secondary offering by over-allotment itself may be cancelled entirely, depending on the demand conditions and other factors.

In relation to the secondary offering by over-allotment, in order to allow Nomura Securities Co., Ltd. to acquire the Investment Units needed to return the Investment Units borrowed from the above unitholder of MIRAI (the "Borrowed Investment Units"), MIRAI has resolved at its meeting of the Board of Directors held on December 13, 2021 (Monday)

Note:

This press release is a document that will be released publicly relating to the issue of new investment units of MIRAI and the sale of

investment units and is not prepared for the purpose of solicitation for investment. Before initiating investments, MIRAI asks investors

to ensure that they refer to the prospectus for the issuance of new investment units and the secondary offering of investment units and

amendments thereto prepared by MIRAI, and that they undertake investment at their own discretion and responsibility.

3

to issue new Investment Units for 5,200 units through third-party allotment (hereinafter the " Third-Party Allotment") to Nomura Securities Co., Ltd. as the allottee with the payment date being January 25, 2022 (Tuesday). For the purpose of returning the Borrowed Investment Units, Nomura Securities Co., Ltd. may purchase the Investment Units up to the number of units for the secondary offering by over-allotment at the Tokyo Stock Exchange, Inc. (hereinafter the "syndicated cover transaction") during the period from the day following the close of the subscription period for the public offering and the secondary offering by over-allotment to January 19, 2022 (Wednesday) (the "syndicated cover transaction period."). All the Investment Units purchased by Nomura Securities Co., Ltd. through the syndicated cover transaction shall be used to return the Borrowed Investment Units. There may be cases in which Nomura Securities Co., Ltd. does not conduct the syndicated cover transaction at all or ends the syndicated cover transaction with the number of Investment Units that are smaller than the number of the Investment Units offered through the secondary offering by over-allotment, at its sole discretion during the syndicated cover transaction period. Moreover, Nomura Securities Co., Ltd. may conduct stabilizing transactions in correlation with the public offering and the secondary offering by over-allotment. The Investment Units purchased through such stabilizing transactions may be used, in whole or in part, to return the Borrowed Investment Units.

Nomura Securities Co., Ltd. intends to acquire the Investment Units through the Third-Party Allotment corresponding to the number of Investment Units obtained by subtracting the number of Investment Units purchased through the stabilizing transactions and the syndicated cover transaction and used to return the Borrowed Investment Units from the number of Investment Units offered in the secondary offering by over-allotment. As a result, there may be cases in which there will be no subscription to the Investment Units offered by the Third-Party Allotment in whole or in part, and accordingly the final number of the Investment Units issued by the Third-Party Allotment may be reduced to that extent due to forfeiture of rights, or such issuance may be cancelled entirely.

Nomura Securities Co., Ltd. shall conduct the transactions described above upon consultation with SMBC Nikko Securities Inc.

2. Changes in the total number of Investment Units issued due to the issue of new Investment Units

Current total number of Investment Units outstanding

1,662,240 units

Number of Investment Units to be issued through the public offering

104,000 units

Total number of Investment Units outstanding after the issuance of new Investment

1,766,240 units

Units through the public offering

Number of Investment Units to be added associated with the Third-Party allotment

5,200 units

(Note)

Total number of Investment Units outstanding after the Third-Party allotment

1,771,440 units

(Note)

(Note) The number of units are based on the assumption that Nomura Securities Co., Ltd. subscribes to all the Investment Units to be issued through the Third-Party allotment and that they are issued in full.

3. Reason for and Purpose of New Issuance

MIRAI aims to achieve solid expansion and diversification of its portfolio as well as further strengthening of revenue base through the acquisition of the specified assets (as defined in the Article 2, Paragraph 1 of the Act on Investment Trusts and Investment Corporations; the same shall apply hereinafter). The decision to issue new Investment Units was made taking into consideration of the current LTV ratio (ratio of interest-bearing debt to total asset), market trend as well as level of distribution and other factors.

Note:

This press release is a document that will be released publicly relating to the issue of new investment units of MIRAI and the sale of

investment units and is not prepared for the purpose of solicitation for investment. Before initiating investments, MIRAI asks investors

to ensure that they refer to the prospectus for the issuance of new investment units and the secondary offering of investment units and

amendments thereto prepared by MIRAI, and that they undertake investment at their own discretion and responsibility.

4

4. Amount of Funds to be Procured, Use of Proceeds and Scheduled Expenditure Date

  1. Amount of funds to be procured (approximate net proceeds) ¥5,729,396,400 (maximum)

(Note) The amount represents the sum of ¥5,456,568,000 of net proceeds MIRAI will receive from the public offering and the maximum amount of ¥272,828,400 MIRAI will receive from the Third-Party Allotment. These amounts are estimated based on the closing price of the Investment Units in a regular trading session at the Tokyo Stock Exchange, Inc. as of November 26, 2021 (Friday).

    1. Specific use of the funds to be procured and scheduled date of fund usage
      Net proceeds to be procured from the public offering will be used to fund part of the acquisition of specified assets (excluding "Yokohama-Daikokucho Maintenance Center (land)") to be acquired listed in "Notice Concerning Acquisition of Real Estate Trust Beneficiaries in Japan ("Ehime Building/Hiroshima", "Tsurumi Fuga 1", "BIGMOTOR Ginan (land)" and "Yokohama-Daikokucho Maintenance Center (land)")" dated today. In case there are any cash remaining, such the cash will be retained along with net proceeds from the Third-Party Allotment Option resolved on the same day of the resolution for the public offering as cash reserve to fund part of acquisition of specified assets (including "Yokohama-Daikokucho Maintenance Center (land)") or repayment of loans in the future.
      (Note) The proceeds will be deposited with financial institutions until the funds are to be expensed.
  1. Designation of distributed parties Not applicable.
  2. Future Outlook
    Please refer to the "Notice Concerning Revisions to Forecasts for the Fiscal Period Ending April 30, 2022 and Summary of Forecasts for the Fiscal Period Ending October 31, 2022" announced today.
  3. Operating Results of the Past Three Fiscal Periods and Status of Equity Financing, etc.
    1. Operating results of the past three fiscal periods

Fiscal period ended

Fiscal period ended

Fiscal period ended

October 2021 (11th FP)

October 2020 (9th FP)

April 2021 (10th FP)

(Note 1)

Net profit per unit

¥1,429

¥1,246

¥1,289

Distributions per unit

¥1,429

¥1,247

¥1,289

Of which, distributions of earnings

¥1,429

¥1,238

¥1,289

Of which, distributions in excess of earnings

-

¥9

-

Actual payout ratio (Note 2)

99.9%

99.3%

100.0%

Net assets per unit

¥45,377

¥45,186

¥45,305

(Note 1) Figures for the fiscal period ended October 31, 2021 (the 11th fiscal period) have not been audited by an auditor as required by the Article 193-2, Section 1 of Financial Instruments and Exchange Act as of today.

(Note 2) Actual payout ratio is calculated as below, rounded to the first decimal place.

Actual payout ratio = total distribution (exclusive of distribution in excess of earnings) / net income of the fiscal period * 100

Note:

This press release is a document that will be released publicly relating to the issue of new investment units of MIRAI and the sale of

investment units and is not prepared for the purpose of solicitation for investment. Before initiating investments, MIRAI asks investors

to ensure that they refer to the prospectus for the issuance of new investment units and the secondary offering of investment units and

amendments thereto prepared by MIRAI, and that they undertake investment at their own discretion and responsibility.

5

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Mirai Corporation published this content on 24 December 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 24 December 2021 01:56:04 UTC.