Brookfield India Real Estate Trust · NSE:BIRET.RR

Brookfield India Real Estate Trust — Merger or Acquisition (June 2023)

21 slides from Brookfield India Real Estate Trust's merger presentation, Jun 12, 2023

  1. Slide 1: Extraordinary Meeting of Unitholders

    Brookfield India Real Estate Trust E X T R AO R D I N ARY M E E T I N G O F U N I T H O L D E R S JUNE 12, 2023 DOWNTOWN POWAI, MUMBAI CANDOR TECHSPACE G1, GURUGRAM

  2. Slide 2: Disclaimer

    Disclaimer THIS PRESENTATION DOES NOT CONSTITUTE A PROSPECTUS, PLACEMENT DOCUMENT, OFFERING CIRCULAR OR OFFERING MEMORANDUM UNDER THE REIT REGULATIONS OR ANY OTHER APPLICABLE LAW IN INDIA OR IN ANY OTHER JURISDICTION. NO OFFER OR INVITATION OR RECOMMENDATION OR SOLICITATION OR INDUCEMENT IS BEING MA

  3. Slide 3: Transaction Summary

    Transaction Summary Brookfield India REIT (“BIRET”) and GIC(1) have signed binding agreements to acquire, in a 50-50 partnership, a 6.5 MSF operating portfolio for a total consideration of Rs 112,250 Million • Transaction #1: Acquisition of 50% interest in Downtown Powai, Mumbai (“Downtown Powai”) P

  4. Slide 4: Strategic Partnership with GIC

    Strategic Partnership with GIC First Indian REIT to set up a long term partnership with the global institutional investor, securing c.Rs 33 Billion (c.US$ 400 Million) commitment towards the transactions Institutional Owner and Long Term Investor Operator One of the largest owners of One of the larg

  5. Slide 5: Transaction #1: Downtown Powai

    Transaction #1: Downtown Powai Prime office and high-street retail portfolio in Mumbai, located near BIRET-owned Kensington Nine Grade A properties in one of Mumbai’s most prime locations 2.7 MSF 89% Rs 65.0 B 5.8% LEASABLE AREA(1) COMMITTED OCCUPANCY ACQUISITION PRICE DISCOUNT TO GAV AT ACQUISITION

  6. Slide 6: Downtown Powai: Proven Track Record

    Downtown Powai: Proven Track Record Under Brookfield Group’s ownership and management, the Downtown Powai portfolio has maintained high occupancy levels while achieving a strong rental CAGR(1) Committed Occupancy In-place Rent (Rs PSF PM) 1.2 MSF New leasing 200% 170 since April 1, 2017 180% Rs 158

  7. Slide 7: Transaction #2: Candor Techspace G1

    Transaction #2: Candor Techspace G1 One of the largest high-quality integrated office campuses in Gurugram (Delhi NCR) Leading Grade A SEZ campus spread over a 25 acre footprint 3.8 MSF 100% Rs 47.25 B 5.8% LEASABLE AREA(1) EFFECTIVE ECONOMIC ACQUISITION PRICE DISCOUNT TO GAV AT OCCUPANCY(2) ACQUISI

  8. Slide 8: Candor Techspace G1: Proven Track Record

    Candor Techspace G1: Proven Track Record Consistently maintained high committed occupancy while adding 2.7 MSF of new area Operating Area (MSF) Committed Occupancy Same Store Occupancy (1) 2.7 MSF Area delivered 100% 100% 97% since April 1, 2015 6.0 93% 94% 93% 100% 90% 89% 86% 90% 77% 5.0 73% 75% 8

  9. Slide 9: Large Scale Acquisitions

    Large Scale Acquisitions We continue to execute on inorganic growth with our pro-forma portfolio slated to grow by 2.0x in area and 2.6x in income since IPO AT IPO PRO-FORMA PORTFOLIO (March 2021) (March 2023) Rs 16,478 M Rs 6,347 M 20.6 MSF Scale(1) 10.3 MSF Operating Area Consol. Adj. NOI Operatin

  10. Slide 10: Large Scale Acquisitions (Cont'd.)

    Large Scale Acquisitions (Cont’d.) Pro-forma for these transactions, our portfolio will grow to over 25 MSF, with our Sponsor Group continuing to own another 25 MSF across India Area (in MSF) G2 Delhi N1, N2 Future (Gurugram) NCR (Noida) Total Operating Dev. G1 Current Portfolio 18.7 14.3 4.4 (Gurug

  11. Slide 11: Investment Highlights

    Investment Highlights • High-quality assets, consolidating our presence in Mumbai and Delhi NCR as a top office landlord • Increase in Operating Area by 44% to 20.6 MSF and Consolidated GAV by 73% to Rs 283 Billion Increased 1 Scale • Target Assets have an Effective Economic Occupancy of 96% and wil

  12. Slide 12: Increased Scale

    Increased Scale The acquisitions will increase our Operating Area by 44% and Consolidated GAV by 73% OPERATING AREA CONSOLIDATED GAV FY23 CONSOLIDATED MSF Rs Billion ADJUSTED NOI Rs Million 283 16,478 20.6 96% 14.3 164 9,608 94% Current Portfolio Pro-forma Portfolio Current Portfolio Pro-forma Portf

  13. Slide 13: Improved Diversification

    Improved Diversification Significant reduction in our top five tenant concentration from 52% to 32%, and geographic diversification with share of Mumbai increasing from 15% to 33% CURRENT PORTFOLIO PRO-FORMA PORTFOLIO Mumbai CONSOLIDATED GAV 15% Mumbai Gurugram BY GEOGRAPHY Gurugram 33% 34% 28% Kolk

  14. Slide 14: Improved Diversification

    Improved Diversification The Target Assets will bolster our tenant roster by adding large MNCs with sizeable footprints PRO-FORMA PORTFOLIO - TOP 10 TENANTS(1) % Gross Tenant Sector Contracted % Leased Area 61 Rentals #OFFICE TENANTS Accenture Consulting 10% 10% Technology 8% 10% Cognizant(2) Techno

  15. Slide 15: Accretive Acquisitions

    Accretive Acquisitions Acquisitions are at a 5.8% average discount to Consolidated GAV(1) and are expected to result in a 4.5% NDCF accretion DISCOUNT TO CONSOLIDATED GAV(1) ACCRETIVE TO NDCF (FY23)(2) Rs Billion Rs per Unit Rs 21.15 Rs 119 B Rs 112.25 B Rs 20.25 Consolidated GAV Acquisition Price C

  16. Slide 16: Funding of the Acquisitions – Sources and Uses

    Funding of the Acquisitions – Sources and Uses Funding through a combination of Institutional Placement(1) by BIRET, investment by GIC and refinancing of debt (33.6%(2) pro-forma LTV post acquisitions) SOURCES OF FUNDS(3,4) Rs Million USES OF FUNDS(3,4) Rs Million BIRET Equity Issuance Rs 34,000 Con

  17. Slide 17: Post Acquisition Capital Structure

    Post Acquisition Capital Structure Acquisition is proposed to be financed by Rs 34 Billion equity fund raise which will increase the market cap by 37%. Approved sanctions in-place to refinance the existing debt in the Target SPVs MARKET CAPITALIZATION OF BIRET(1,2) INDICATIVE DEBT SUMMARY(2) AMOUNT

  18. Slide 18: Corporate Governance Framework

    Corporate Governance Framework The acquisitions and associated fund raising will be completed in accordance with highest levels of corporate governance • Acquisition Price of the Target Assets is at Rs 112,250 Million, at 5.8% discount to the average of Pricing & Market valuations received from the

  19. Slide 19: Downtown Powai and Candor Techspace G1

    Downtown Powai and Candor Techspace G1 Delphi, Downtown Powai Candor Techspace G1 Fairmont, Downtown Powai Candor Techspace G1 19 Source: Company Data

  20. Slide 20: Appendix

    Appendix CANDOR TECHSPACE G1

  21. Slide 21: BIRET: Leasing Track Record in SEZ Assets

    BIRET: Leasing Track Record in SEZ Assets Despite recent headwinds, we have achieved annual leasing of 1.5 MSF over last 2 years by not only securing key renewals such as TCS but also attracting new occupiers such as Samsung and Legato Attracted New Tenants Expansions Consilio Qualcomm Renew als BT

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