Japan Logistics Fund, Inc.TSE: 8967

Notice Concerning the Cancellation of the Forward Commitment, etc. and the Acquisition of a Preferred Negotiation Right

· Issued by Japan Logistics Fund, Inc.

For Immediate Release

Real Estate Investment Trust

February 20, 2026

Japan Logistics Fund, Inc. (Security Code: 8967) Representative: Seiichi Suzuki, Executive Director

Asset Management Company

Mitsui & Co., Logistics Partners Ltd. Representative: Seiichi Suzuki, President & CEO Contact: Shintaro Miyata, Chief Financial Officer TEL +81-3-3238-7171

Notice Concerning the Cancellation of the Forward Commitment, etc. for the Purpose of Enhancing Flexibility in Acquisition Timing, and the Acquisition of a Preferred Negotiation Right (Amagasaki Logistics Center)

Mitsui & Co., Logistics Partners Ltd. (hereinafter referred to as "MLP"), the asset management company of Japan Logistics Fund, Inc. (hereinafter referred to as "JLF"), announces today that, regarding the Amagasaki Logistics Center (hereinafter referred to as "The Asset"), which was disclosed in the press releases titled "Notice Concerning Acquisition of a New Asset" dated December 22, 2021 (hereinafter referred to as "The December 22, 2021 Release") and "Notice Concerning Change of the Seller and the Like of a New Asset" dated January 19, 2023 (hereinafter referred to as "The January 19, 2023 Release"), JLF has decided to cancel, as of March 17, 2026, the forward commitment, etc.(Note) relating to the acquisition of the Asset for the purpose of enhancing flexibility in acquisition timing, and to acquire a preferred negotiation right regarding the acquisition of the Asset (hereinafter referred to as "The Change").

(Note) A post-dated acquisition contract in which settlement and delivery take place one month or more after the contract

execution date, or any other similar contract. The same applies hereafter.

  1. Overview of the Asset

    Type of specified asset

    Real estate trust beneficiary right

    Asset name

    Amagasaki Logistics Center

    Land

    Location

    145-1, Nishi Mukoujima-cho, Amagasaki, Hyogo

    Area (Note)

    6,611.66 ㎡

    Zoning

    Exclusively industrial

    Plot ratio

    200%

    Building-to-land ratio

    60%

    Form of ownership

    Ownership rights

    Building

    Structure/Floors (Note)

    Steel-framed and alloy-plated steel sheet covered building,

    with 4 stories

    Timing of construction (Note)

    December 2022

    Gross floor area (Note)

    13,595.35 ㎡

    Use (Note)

    Warehouse

    Form of ownership

    Ownership rights

    (Note) Descriptions are based on the real estate registry and may differ from the present condition.

  2. Overview of the Change

    1. Contents and Reason for the Change

      JLF promotes the creation of acquisition opportunities through diverse and unique approaches, and the Asset is the fifth project positioned in the strategic area of "cooperative development with business partners."

      JLF has executed a trust beneficiary right purchase agreement (hereinafter "The Forward Commitment, etc.") with the current bridge entity, Ricoh Leasing Company, Ltd. (hereinafter "RL"), for the acquisition of the Amagasaki Logistics Center, with the acquisition deadline set for April 2, 2026. In light of the recent rise in market volatility, JLF aims to enhance acquisition timing flexibility by cancelling the Forward Commitment, etc. and replacing RL with Sumitomo Mitsui Trust Panasonic Finance Co., Ltd. (hereinafter "TPFC") as the new bridge entity. JLF will acquire from TPFC a preferred negotiation right (hereinafter "The Preferred Negotiation Right") relating to the acquisition of the Asset and will shift to a preferred negotiation right structure with an acquisition deadline of February 26, 2029, thereby securing greater flexibility in acquisition timing. Through this, JLF aims to procure funds at an appropriate time for the acquisition of the Asset.

      No penalty or other financial burden will be incurred by JLF upon the cancellation of the Forward Commitment, etc.

      (Note) The Preferred Negotiation Right does not guarantee nor promise that a purchase agreement for the Asset will be executed

      between JLF and TPFC, nor that JLF will ultimately acquire the Asset. JLF does not assume any obligation to acquire the Asset through the acquisition or exercise of the Preferred Negotiation Right.

    2. Schedule of the Change

      February 20, 2026: Cancellation of the Forward Commitment, etc. February 27, 2026: Transfer of the Asset from RL to TPFC

      Acquisition by JLF of the Preferred Negotiation Right from TPFC

    3. Other

      As the new bridge entity, TPFC is deemed to be an interested party as defined under MLP's rules against conflict of interest, as described in 3. below. Accordingly, in making the decision on the Change, MLP conducted deliberations by its Compliance Committee and obtained a resolution of its Board of Directors in accordance with such rules.

  3. Overview of the Preferred Negotiation Right Provider (Bridge entity)

    Name

    Sumitomo Mitsui Trust Panasonic Finance Co., Ltd.

    Location

    2-3 Shibaura 1-chome, Minato-ku, Tokyo

    Representative

    Keiichi Hamano, President

    Main business

    General finance business

    (wholesale business, vendor lease business, Panasonic shop business (credit) and retail finance business)

    Capital

    25,584 million yen (as of September 30, 2025)

    Established

    October 1951

    Equity

    211,266 million yen (as of September 30, 2025)

    Total Assets

    1,522,564 million yen (as of September 30, 2025)

    Major shareholders (ownership stake)

    Sumitomo Mitsui Trust Bank, Limited (84.9%) Panasonic Holdings Corporation (15.1%)

    (as of September 30, 2025)

    Relationship

    The company is subsidiary of Sumitomo Mitsui Trust Bank, Limited, which owns 20% of the outstanding shares of MLP.

    There is no personnel relationship between the company and JLF or MLP.

    The company is deemed to be an interested party as defined under MLP's rules against conflict of interest

    No transactional relationship in the fiscal period ended January 2026. The company does not constitute a related party to JLF or MLP.

  4. Future Outlook

The planned delivery date of the Asset is undecided, and there is currently no change to the forecast for the six-month period ending July 2026 (February 1, 2026 to July 31, 2026) in the "REIT Financial Report for the six-month period ended July 31, 2025 (The 40th period)" which was announced on September 12, 2025.

End

(Press Release for Reference)

  • Notice Concerning Acquisition of a New Asset on December 22, 2021

  • Notice Concerning Change of the Seller and the Like of a New Asset on January 19, 2023

* JLF's website: https://8967.jp/en/