Singapore Exchange Ltd. · SGX:S68
Singapore Exchange — Croesus Retail Trust — Merger or Acquisition (September 2015)
23 slides from Singapore Exchange's merger presentation, Sep 28, 2015
Slide 1: Rights Issue and Acquisition of Torius Property in Fukuoka Prefecture, Japan
Rights Issue and Acquisition of Torius Property in Fukuoka Prefecture, Japan 28 September 2015 1
Slide 2: Disclaimer
Disclaimer This presentation should be read in conjunction with the announcement released by Croesus Retail Trust (“CRT”) on 28 Sep 2015, in relation to its Acquisition of Torius Property and the underwritten renounceable rights issue to raise gross proceeds of approximately S$69.7 million. This pre
Slide 3: Agenda: Transaction Overview
1.Transaction Overview 2. Acquisition Rationale 3. Method of Financing 4. Indicative Rights Issue Timetable
Slide 4: Transaction Overview
Transaction Overview Torius Property is Croesus Retail Trust’s 4th acquisition since its IPO in May 2013 Acquisition Torius Property is an income-producing large-scale suburban retail mall located in Fukuoka Prefecture, Japan It is one of the largest retail facilities in Fukuoka City with few co
Slide 5: Overview of Torius Property
Overview of Torius Property Torius Property is a large-scale suburban retail mall located in Fukuoka Prefecture, Japan. It is one of the largest retail facilities in Fukuoka City with few comparable retail facilities nearby Location Fukuoka Prefecture, Japan Land Title Leasehold(3) Year of Completio
Slide 6: Diversified Tenant Mix of Torius Property
Diversified Tenant Mix of Torius Property 6
Slide 7: Aerial Overview of Torius Property
Aerial Overview of Torius Property 7
Slide 8: Agenda: Acquisition Rationale
1. Transaction Overview 2.Acquisition Rationale 3. Method of Financing 4. Indicative Rights Issue Timetable
Slide 9: Acquisition Rationale
Acquisition Rationale Accretive acquisition and improves DPU yield to Unitholders. Enlarged portfolio will comprise 8 high-quality and well-located retail assets in Japan with increased income and tenant diversification. 1 Accretive Acquisition and Improves DPU 2 Good Accessibility with Unique and Y
Slide 10: Accretive Acquisition and Improves DPU Yield
1 Accretive Acquisition and Improves DPU Yield The Acquisition is consistent with the Trustee-Manager’s objective of delivering a competitive return on investment to Unitholders through regular and growing distributions by pursuing accretive acquisition opportunities of retail assets. NPI Yield (%)
Slide 11: Good Accessibility with Unique & Diversified Tenant Mix
2 Good Accessibility with Unique & Diversified Tenant Mix Located Along Major Arterial Roads Nearest train stations are approximately 3.7 km and 4.5 km away. Regular bus services ply between the train stations and Torius Property Located at the cross junction of two major roads, providing visibi
Slide 12: Strategic Addition to CRT's Portfolio, Diversified across Japan
3 Strategic Addition to CRT’s Portfolio, Diversified across Japan Aeon Town Suzuka Mallage Shobu Croesus Tachikawa Luz Omori KYOTO SHIGA HYOGO 2 Valuation(1) (JPY mm) 9,650 Valuation(1) (JPY mm) 24,500 Valuation(1) (JPY mm) 12,800 Valuation(1) (JPY mm) 3,880 MIE NLA (sqm) 43,501 NLA (sqm) 67,916 NLA
Slide 13: Improves Asset and NPI Diversification
4 Improves Asset and NPI Diversification Age of (2) FY2015 Purchase Number of Valuation Annualised City (1) Building Leasehold / Freehold Actual NPI Price (3) Tenants (1) (JPY mm) NPI Yield (yrs) (JPY mm) (JPY mm) 1 master lessee, Aeon Town Moriya Ibaraki 8.1 Freehold 14,400 814.6 12,154 6.7% 111 su
Slide 14: Balanced Portfolio with Stable Income and Sustainable Growth
5 Balanced Portfolio with Stable Income and Sustainable Growth Each of the properties is strategically located within its submarket, being directly connected via major transportation nodes. Lease Expiry Profile Connectivity Pro forma WALE by FY2015 Occupancy NLA (1) By Major NPI % (1) (yrs) FY2016 F
Slide 15: Improves Tenant Diversification
6 Improves Tenant Diversification Post Acquisition, percentage of CRT’s Gross Rental Income (“GRI”) from its top 10 tenants will decrease (on a pro forma basis) from 53.1% to 48.5% in the month of June 2015. Correspondingly, Aeon Town’s contribution to CRT’s GRI will decrease (on a pro forma basis)
Slide 16: Alignment with Investment Strategy to Increase Exposure to Japan Retail Sector
7 Alignment with Investment Strategy to Increase Exposure to Japan Retail Sector Japan GDP (IMF Forecast, Nominal, April 2015) National and Fukuoka Prefecture CPI (All Items, Base = June 2015) (JPY trillion) 101 530 2.7% 3% 2.4% 521 100 520 515 1.6% 1.7% 2% 510 1.2% 99 1.0% 501 509 1.1% 0.8% 500 1%
Slide 17: Reduces CRT's Gearing Ratio
5 Reduces CRT’s Gearing Ratio Gearing Ratio (as at 30 Jun 2015) 47.3% 46.5% Actual Pro Forma(1) CRT’s gearing ratio reduced from 47.3% to 46.5% Interest rate swaps will be entered into to fix 100% of the interest rate of the specified bond till maturity Trustee-Manager believes that maintaining CRT’
Slide 18: Agenda: Method of Financing
1. Transaction Overview 2. Acquistion Rationale 3.Method of Financing 4. Indicative Rights Issue Timetable
Slide 19: Method of Financing
Method of Financing (in JPY million) Existing cash 3.0 Consumption Tax Japanese onshore specified bond Rights Issue gross proceeds Specified Bonds Sources of 4,000.0 5,852.8 600.0 Fund Master Lessee SPC 3.0 Land lease deposit Transaction costs(1) Purchase Consideration Cons. tax Uses of 7,997.0 563.
Slide 20: Details of Rights Issue
Details of Rights Issue Underwritten and renounceable Rights Issue of 22 Rights Units for every 100 existing Units to raise gross proceeds of S$69.7 million Issue Price of Rights Units Use of Gross Proceeds of the Rights Issue In S$ per Unit 0.926 0.860 Partially 0.815 fund the Acquisition 34.1% S$5
Slide 21: Agenda: Indicative Rights Issue Timetable
1. Transaction Overview 2. Acquisition Rationale 3. Method of Financing 4.Indicative Rights Issue Timetable
Slide 22: Indicative Rights Issue Timetable
Indicative Rights Issue Timetable Key Events Date and Time Last day of “cum-rights” trading for the Rights Issue 1 October 2015 First day of “ex-rights” trading for the Rights Issue 2 October 2015 Rights Issue Books Closure Date 6 October 2015 at 5.00 p.m. Lodgement of Offer Information Statement in
Slide 23: Thank You
Thank You Key Contact: Ms. Hanako Tokunaga Mr. Elson Lock Tel: +65 6713 9550 Email: ir@croesusretailtrust.com 23
Croesus Retail Trust — Merger or Acquisition (September 2015) on 6ix