Mapletree Logistics Trust · SGX:M44U

Mapletree Logistics Trust — Merger or Acquisition (November 2021)

48 slides from Mapletree Logistics Trust's merger presentation, Nov 22, 2021

  1. Slide 1: Proposed IPT Acquisitions in China and Vietnam, and Third-Party Acquisition in Japan

    Proposed IPT Acquisitions of 13 Properties in China and 3 Properties in Vietnam, and Proposed Third-Party Acquisition of a Property in Japan 22 November 2021

  2. Slide 2: Disclaimer

    1 Disclaimer This presentation has been prepared by Mapletree Logistics Trust Management Ltd. (in its capacity as the manager of Mapletree Logistics Trust (“MLT”, and the manager of MLT, the “Manager”)) for information purposes only and should not be used for any other purposes. The content of this

  3. Slide 3: Proposed IPT Acquisitions of 13 Properties in China and 3 Properties in Vietnam

    Proposed IPT Acquisitions of 13 Properties in China and 3 Properties in Vietnam

  4. Slide 4: Transaction Summary: IPT Acquisitions of Properties in China and Vietnam

    Transaction Summary: 3 IPT Acquisitions of 13 Properties in China and 3 Properties in Vietnam ▪ The proposed acquisitions of: ➢ A 100.0% interest in 13 new logistics assets located in the PRC (the “PRC Properties” and the proposed acquisition, the “PRC Acquisitions”) through the acquisition of 13 pr

  5. Slide 5: Overview of the IPT Properties

    4 Overview of the IPT Properties1 Aggregate Agreed Implied Net Property Net Lettable Area Committed Weighted Average Property Value Income (“NPI”) Yield (“NLA”) Occupancy Lease Expiry (“WALE”) S$999.9 million2 ~5.1%3 1,051,525 sq m 91.0% 2.9 years4 China Vietnam 1 Mapletree Wenzhou 14 Mapletree Bac

  6. Slide 6: Key Acquisition Rationale

    mapletree logistics Key Acquisition Rationale

  7. Slide 7: Key Acquisition Rationale

    6 Key Acquisition Rationale Deepen Presence in Attractive Logistics Markets 1 of China and Vietnam Capture Opportunities from Structural Trends 2 Accelerated by the COVID-19 Pandemic Strengthen MLT’s Network Connectivity across 3 Key Logistics Nodes High Quality Portfolio with a Strong 4 and Diversi

  8. Slide 8: Key Acquisition Rationale

    7 Key Acquisition Rationale Deepen Presence in Attractive Logistics Markets 1 of China and Vietnam Capture Opportunities from Structural Trends 2 Accelerated by the COVID-19 Pandemic Strengthen MLT’s Network Connectivity across 3 Key Logistics Nodes High Quality Portfolio with a Strong 4 and Diversi

  9. Slide 9: Fast Growing Domestic Markets Supported by Resilient Economic Fundamentals

    Fast Growing Domestic Markets Supported by Resilient Economic 8 1A Fundamentals Relatively Low Urbanisation Rates with Significant Growth Potential Robust Consumption Growth Urban Population Growth and Percentage of Urban Population Consumption Expenditure per Capita and Growth Rate (%) (USD’000, %)

  10. Slide 10: Limited Supply of Grade A Warehouse Space Presents Opportunity for MLT

    Limited Supply of Grade A Warehouse Space Presents Opportunity for 9 1B MLT to Fill the Market Gap Relatively Low Supply of Grade A Warehouse with Significant Headroom for Growth Average Rent Premium for Grade A vs. Traditional Logistics Real Estate Space per Capita and Grade A Warehouse Supply as a

  11. Slide 11: Augmenting Growth while Maintaining Large Exposure to Developed Markets

    Augmenting Growth while Maintaining Large Exposure to Developed 10 1C Markets in Asia Pacific Existing Portfolio Enlarged Portfolio1 Assets under Management (“AUM”) and Gross Revenue Assets under Management and Gross Revenue (SGD million, %) (SGD million, %) 0.8% 0.7% 1.8% 2.8% 22.0% 24.1% (as at 30

  12. Slide 12: Key Acquisition Rationale

    11 Key Acquisition Rationale Deepen Presence in Attractive Logistics Markets 1 of China and Vietnam Capture Opportunities from Structural Trends 2 Accelerated by the COVID-19 Pandemic Strengthen MLT’s Network Connectivity across 3 Key Logistics Nodes High Quality Portfolio with a Strong 4 and Divers

  13. Slide 13: Capture Opportunities from Structural Trends Accelerated by COVID-19

    12 2 Capture Opportunities from Structural Trends Accelerated by COVID-19 COVID-19 Fueling the Rapid Growth of the E-commerce Logistics Market “China Plus” Strategy to Benefit Vietnam 2A E-commerce Logistics Market Size and Growth 2B Registered FDI Investment and Registered Capital Growth (USD billi

  14. Slide 14: Key Acquisition Rationale

    13 Key Acquisition Rationale Deepen Presence in Attractive Logistics Markets 1 of China and Vietnam Capture Opportunities from Structural Trends 2 Accelerated by the COVID-19 Pandemic Strengthen MLT’s Network Connectivity across 3 Key Logistics Nodes High Quality Portfolio with a Strong 4 and Divers

  15. Slide 15: Deepen and Expand Coverage across Key Cities in China

    Deepen and Expand Coverage across Key Cities in China with Addition 14 3A of Three New Provinces Narrowing Consumption Gap between Tier 1 & Non-Tier 1 Cities Urban Consumption Expenditure per Capita in China (RMB) Heilongjiang Jilin 74,678 30% Xinjiang Liaoning 52,124 42,125 Beijing Inner Mongolia 4

  16. Slide 16: Deepen Presence In Thriving Logistics Hubs of Vietnam

    15 3B Deepen Presence In Thriving Logistics Hubs of Vietnam Key Attractiveness of Bac Ninh ▪ Close proximity to Hanoi, the largest consumption market in Northern Lang Son Thai Vietnam, allows it to serve as the logistics and distribution hub for domestic Nguyen consumption Bac Ninh ▪ Home to a promi

  17. Slide 17: Key Acquisition Rationale

    16 Key Acquisition Rationale Deepen Presence in Attractive Logistics Markets 1 of China and Vietnam Capture Opportunities from Structural Trends 2 Accelerated by the COVID-19 Pandemic Strengthen MLT’s Network Connectivity across 3 Key Logistics Nodes High Quality Portfolio with a Strong 4 and Divers

  18. Slide 18: High Quality Modern Facilities with Long Land Tenure

    17 4A High Quality Modern Facilities with Long Land Tenure Strong Floor Loading and Efficient Column Grid or Newly Built Clear Ceiling Height Wide Column Spacing Weighted Average Age1: Floor Loading of 3.0 tons / sq m 1.5 years and Ceiling Height of 9.0 – 10.0 m Direct Access Land Tenure Large Floor

  19. Slide 19: Strong and Diversified Tenant Base

    18 4B Strong and Diversified Tenant Base Tenant Base By Sector1 Top 10 Tenants for the IPT Properties (By % of Gross Revenue2) (By % of Gross Revenue2) 82% 5% 49% 14% 2% 1% Top 10 Tenants of MLT’s Portfolio 2% (By % of Gross Revenue2) 13% 7.2% Existing Portfolio 10% 3.6% 3.4% 2% 2% 2.3% 1.9% 1.6% 1.

  20. Slide 20: Key Acquisition Rationale

    19 Key Acquisition Rationale Deepen Presence in Attractive Logistics Markets 1 of China and Vietnam Capture Opportunities from Structural Trends 2 Accelerated by the COVID-19 Pandemic Strengthen MLT’s Network Connectivity across 3 Key Logistics Nodes High Quality Portfolio with a Strong 4 and Divers

  21. Slide 21: Discount to Independent Valuations

    20 5A Discount to Independent Valuations Aggregate Agreed Property Value Relative to Independent Valuations 1 (SGD million) Aggregate Agreed Property Value of 13 PRC Properties and three Vietnam 1.2% Discount 880.6 Properties 0.5% 1.2% Discount 874.1 CN Discount 1,012.1 870.0 0.5% Discount 1,005.1 9

  22. Slide 22: Proposed Third-Party Acquisition of a Property in Japan

    Proposed Third-Party Acquisition of a Property in Japan

  23. Slide 23: Transaction Summary: Acquisition of a Property in Japan from Third-Party

    Transaction Summary: 22 Acquisition of a Property in Japan from Third-Party ▪ The proposed acquisition of a property in Japan (the “Japan Property” and the proposed acquisition, the “Japan Acquisition”) at a purchase consideration of JPY35,000 million (S$416.3 million) (the “Japan Purchase Considera

  24. Slide 24: Overview of Japan Property

    23 Overview of Japan Property Agreed Property Value Stabilised Net Property Net Lettable Area Committed Weighted Average Income (“NPI”) Yield (“NLA”) Occupancy Lease Expiry (“WALE”) JPY 35,000 million (S$416.3 million1) ~4.0%2 133,456 sqm 82.5%3 1.7 years4 Kuwana Logistics 5-storey double-ramp logis

  25. Slide 25: Key Acquisition Rationale

    mapletree logistics Key Acquisition Rationale

  26. Slide 26: Key Acquisition Rationale

    25 Key Acquisition Rationale Expand MLT’s Presence in Greater Nagoya, 1 a Key Regional Distribution Location Strategically Located in an Established Industrial 2 and Logistics Cluster with Excellent Connectivity A Growing Market with Low Supply of 3 Large Modern Warehouse Space Young, Modern Logisti

  27. Slide 27: Expand MLT's Presence in Greater Nagoya

    26 1 Expand MLT’s Presence in Greater Nagoya Greater Nagoya – A Key Regional Distribution Location ▪ Expands MLT’s presence with a third property in Greater Nagoya, a key regional distribution location strategically located between Greater Tokyo and Greater Osaka MLT Toki ~1h 40min to Kyoto MLT Aich

  28. Slide 28: Strategically Located with Excellent Connectivity

    27 2 Strategically Located with Excellent Connectivity Shipment Value of Manufacturing Industry Travel Time between Japan Property and Key Infrastructure / City Centre as a % of Total for Japan Estimated Travel Time by Road (%) (Minutes) 0 10 20 30 40 50 60 Shin-Meishin Greater Osaka 14.6% Expresswa

  29. Slide 29: Growing Market with Low Supply of Large Modern Warehouse Space

    28 3 Growing Market with Low Supply of Large Modern Warehouse Space Relatively Low Supply of Grade A Warehouse with Significant Headroom for Growth Low LMT Supply presents Future Growth Potential Logistics Real Estate Space per Capita and Grade A Warehouse Supply as a % of Total Stock GDP and Total

  30. Slide 30: Young, Modern Logistics Asset with Diverse Tenant Base

    29 4 Young, Modern Logistics Asset with Diverse Tenant Base Strong Floor Loading and Efficient Column Grid and Newly Built Clear Ceiling Height Large Floor Plate Age of Building1: Floor Loading of 1.5 tons / sq m Column Grid of 10.3 m by 9.5 m ~ 2.4 years and Ceiling Height of 5.5 m Avg Floor Plate

  31. Slide 31: Financing Consideration

    mapletree logistics —— Financing Consideration

  32. Slide 32: Financing Considerations

    31 Financing Considerations The IPT Acquisitions and Japan Acquisition are to be partially funded by a combination of debt and Equity Fund Raising, which may comprise a Private Placement and/or a Preferential Offering S$ million Acquisition Fee in Units 3 S$5.1 million PRC Acquisition Price 880.61 4

  33. Slide 33: DPU, NAV per Unit Accretive Acquisitions and Leverage Neutral

    32 DPU, NAV per Unit Accretive Acquisitions and Leverage Neutral Pro Forma DPU (FY20/21)1 Pro Forma NAV per Unit 6 Pro Forma Aggregate Leverage (Singapore cents) (S$) (%) Leverage neutral 8 4,5 39.5% 8.511 5 1.38 7 9 39.0% 39.0% 2,3 8.409 3 1.34 1.33 8.326 Before After Japan After Japan Before After

  34. Slide 34: MLT After the IPT Acquisitions and Japan Acquisition

    33 MLT After the IPT Acquisitions and Japan Acquisition Enlarged Asset Size of c. S$12.2 billion from c. S$10.8 billion Before the Acquisitions1 Properties2 After the Acquisitions % Change NLA 6,463,362 sq m 1,184,981 sq m 7,648,343 sq m 18.3% Assets Under Management S$10,762.9 million S$1,452.5 mil

  35. Slide 35: Overview of the Enlarged Portfolio

    34 Overview of the Enlarged Portfolio1 ▪ Including acquisitions announced to-date, total acquisitions announced year-to-date ~ S$1.8 billion Assets under Management 6-Month Gross Revenue 0.7% 1.0% 2.7% 21.2% 4.1% 25.9% 70.4% 65.8% 4.2% 4.8% 21.8% S$12,215.4 S$370.3 15.7% 22.0% million million 24.3%

  36. Slide 36: Appendix A

    mapletree logistics —— Appendix A

  37. Slide 37: Structure Post-Acquisition of PRC Properties

    36 Structure Post-Acquisition of PRC Properties MLT ▪ Pursuant to the PRC Share Purchase Agreements each dated 22 November 2021, the Trustee, on behalf of MLT, 100.0% interest will acquire a 100.0% interest in each of the eight SG SPVs, the four HK (A) SPVs and the HK (B) SPV that hold the PRC Prope

  38. Slide 38: Structure Post-Acquisition of Vietnam Properties

    37 Structure Post-Acquisition of Vietnam Properties MLT 100.0% interest ▪ Pursuant to the Vietnam Share Purchase Agreements each dated 22 November 2021, the Vietnam Purchaser Singapore SPV1 will acquire a 100.0% interest in each of the three Cayman SPVs1 that hold the Vietnam Properties from the Vie

  39. Slide 39: Structure Post-Acquisition of Japan Property

    38 Structure Post-Acquisition of Japan Property ▪ The legal title of the Japan Property is entrusted to MLT Sumitomo Mitsui Trust Bank, Limited, a licensed trust bank (the “Trust Bank”), pursuant to a trust agreement (such trust, the “Trust”), with the trust beneficial interest (the “TBI”) in the Tr

  40. Slide 40: Appendix B

    mapletree logistics —— Appendix B

  41. Slide 41: Overview of MLT

    40 Overview of MLT Mapletree Logistics Trust Public Unitholders MIPL Sponsor ▪ Mapletree Investments Pte Ltd (“MIPL”) ▪ Mapletree Logistics Trust Management Ltd. (“MLTM”) Manager 68.41% 31.59%1 − Wholly-owned subsidiary of the Sponsor Sponsor Stake ▪ 31.59%1 Trustee – HSBC Investment Mandate ▪ Prima

  42. Slide 42: Snapshot of MLT

    41 Snapshot of MLT Key Indicators As at 30 September 2021 Location of Properties (As at 30 September 2021) Assets under Management (S$ million) 10,763 Japan South Korea Number of Properties: 18 Number of Properties: 18 Occupancy Rate: 96.2% Market Capitalisation1 (S$ million) 8,472 Occupancy Rate: 9

  43. Slide 43: Growth in Amount Distributable and DPU since Listing

    42 Growth in Amount Distributable and DPU since Listing ▪ Strong track record of delivering stable distributions and consistent long-term returns to Unitholders through different economic and property cycles ▪ Focused and proactive approach towards asset and lease management, acquisitions and capita

  44. Slide 44: Appendix C

    mapletree logistics —— Appendix C

  45. Slide 45: Overview of the PRC Properties

    44 Overview of the PRC Properties Mapletree Wenzhou Mapletree Zhengzhou Mapletree Yangzhou Mapletree Kunming Mapletree Yuyao 2 2 blocks of double-storey, 4 blocks 6 blocks of single-storey warehouse 4 blocks of single-storey warehouse, 5 blocks of single storey warehouse, 4 blocks of single-storey w

  46. Slide 46: Overview of the PRC Properties (Cont'd)

    45 Overview of the PRC Properties (Cont’d) Mapletree Xi’an Mapletree Yixing Mapletree Yantai Mapletree Harbin Mapletree Yuyao 6 blocks of single- 6 blocks of single- 4 blocks of single- 4 blocks of single- 4 blocks of single- Description storey warehouse storey warehouse storey warehouse storey ware

  47. Slide 47: Overview of the PRC Properties (Cont'd)

    46 Overview of the PRC Properties (Cont’d) Mapletree Chongqing Mapletree Tianjin Mapletree Zhongshan 2 blocks of single- 3 blocks of single- 2 blocks of single- Description storey warehouse storey warehouse storey warehouse City/Province Chongqing Tianjin Zhongshan/Guangdong Land Area 73,587 sq m 59

  48. Slide 48: Overview of the Vietnam and Japan Properties

    47 Overview of the Vietnam and Japan Properties Mapletree Bac Ninh 4 Mapletree Bac Ninh 5 Mapletree Logistics Park 5 Kuwana Logistics Centre 4 blocks of Grade A single-storey with 4 blocks of Grade A single-storey with 4 blocks of Grade A single-storey 5-storey double-ramp logistics Description cros

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