Notice of Acquisition and Disposition of Assets

January 6, 2022

To All Concerned Parties

Name of REIT Issuer: Nippon Building Fund Inc.

Koichi Nishiyama, Executive Director (TSE Code: 8951)

Contact:

Asset Management Company

Nippon Building Fund Management Ltd.

Yoshiyuki Tanabe, President and CEO Person to Contact:

Yukio Handa, General Manager (TEL. +81-3-3516-3370)

Notice of Acquisition and Disposition of Assets

(Acquisition of Nakanoshima Mitsui Building and one other property, and disposition of Toyo-cho

Center Bldg. and two other properties)

Nippon Building Fund Inc. ("NBF") and Nippon Building Fund Management Ltd. ("NBFM"), to which NBF entrusts asset management services, hereby provide notice of the decision made on January 6, 2022 on the acquisition and disposition of assets ("Transactions") (the "Acquisition" and the "Disposition", hereinafter) as follows:

Description

1. Summary of Transactions

(1) Outline of Assets to be Acquired

*1 Please refer to Section 4 hereinbelow for an outline of the counterparties.

*2 Miscellaneous acquisition costs, settled fixed assets tax and city-planning tax amounts as well as consumption tax are excluded.

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Note: This press release constitutes a general announcement concerning NBF's acquisition and disposition of assets. This press release has not been prepared for the purpose of soliciting investments from investors. Investors bear full responsibility for their investment decisions and should review the prospectus, including any amendments thereto, prepared by NBF in relation to the issuance of any new investment units for primary offering.

In addition, this press release does not constitute or form a part of any offer of securities in the United States. The securities referred to herein have not been, and will not be, registered under the U.S. Securities Act of 1933 (the "Securities Act"). The securities may not be offered or sold in the United States without registration or an exemption from registration of securities under the Securities Act. The securities referred to herein will not be offered, publicly or otherwise, in the United States.

(2) Outline of Assets to be Disposed

*3 Please refer to Section 4 hereinbelow for an outline of the counterparties.

*4 Miscellaneous acquisition costs, settled fixed assets tax and city-planning tax amounts as well as consumption tax are excluded.

*5 The transferee of III is different from the transferee of IV and V.

Book Value; Difference between Disposition Price and Book Value

*6 The above figures are as of June 30, 2021 and may differ from the actual figures at the time of disposition. In addition, delivery cost will be incurred.

Fractional amount less than one million yen is disregarded.

(3) Acquisition Funds ・Specific Use of Disposition Funds; Intermediary; Method of Settlement

*7 Please refer to "Notice Concerning Issue of New Investment Units and Secondary Offering of Investment Units" released today.

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Note: This press release constitutes a general announcement concerning NBF's acquisition and disposition of assets. This press release has not been prepared for the purpose of soliciting investments from investors. Investors bear full responsibility for their investment decisions and should review the prospectus, including any amendments thereto, prepared by NBF in relation to the issuance of any new investment units for primary offering.

In addition, this press release does not constitute or form a part of any offer of securities in the United States. The securities referred to herein have not been, and will not be, registered under the U.S. Securities Act of 1933 (the "Securities Act"). The securities may not be offered or sold in the United States without registration or an exemption from registration of securities under the Securities Act. The securities referred to herein will not be offered, publicly or otherwise, in the United States.

(4) Outline of Forward Commitment etc.

The Acquisitions I and II will be made pursuant to forward commitments (settlement/handover occurring one month after the execution of the contract). In case the sales contract is terminated due to a violation of contractual commitments by NBF, NBF shall be required to pay to the seller 10% of the acquisition price.

However, under each of the foregoing contracts, NBF will have an obligation to pay the acquisition price only where procurement of funds will have become certain, NBF will not have an obligation to pay such penalty for the reason that it is unable to pay the acquisition price due to difficulty in procuring funds.

The Disposition III will be made pursuant to forward commitments (settlement/handover occurring one month after the execution of the contract). In case the sales contract is terminated due to a violation of contractual commitments by NBF, NBF shall be required to pay to the transferee 10% of the disposition price.

The Dispositions IV and V will be made pursuant to forward commitments (settlement/handover occurring one month after the execution of the contract). In case the sales contract is terminated due to a violation of contractual commitments by NBF, NBF shall be required to pay to the transferee 20% of the disposition price.

2. Outline of Assets to be Acquired

(1) Reason for Acquisition

The acquisition is being undertaken with the intention of enhancing NBF's portfolio in regional cities in accordance with the asset management objectives and policies set forth in NBF's articles of incorporation. When performing the current acquisition, NBFM deemed the following points especially attractive.

① Location

The property is located in the Nakanoshima area where multiple lines are available, boasting excellent access to Osaka Station and the rest of Osaka, directly connected to Watanabebashi Station on the Keihan Nakanoshima Line within a one-minute walk, within a two-minute walk of Higobashi Station on the Osaka Metro Yotsubashi Line, and within an eight-minute walk of Yodoyabashi Station on the Osaka Metro Midosuji Line and the Keihan Main Line.

This area has been a business hub for many years, being home to public entities such as the Osaka City Hall and Bank of Japan Osaka Branch, and a concentration of high-rise office buildings with major corporate tenants. Furthermore, recent years have seen the construction of hotels and cultural and commercial facilities, fostering high expectations for further evolution and liveliness. The property is a building with 31 above-ground floors, using glass curtain walls and stainless steel, and has excellent visibility as a landmark building.

• Building and Facilities, etc.

This property is a highly competitive property, with high levels of basic specifications such as a rentable standard floor area of approximately 440 tsubo (1,457.07m2), a ceiling height of 2,800 mm, an OA floor of 125 mm, electric capacity of 50 VA/m2, an emergency power generator that is capable of supplying 10 VA/m2 of power to the exclusive area for a maximum of 64 hours in the event of a power outage, and ample shared space, centered on the "CUIMOTTE", a tenant dining area opened in 2019.

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Note: This press release constitutes a general announcement concerning NBF's acquisition and disposition of assets. This press release has not been prepared for the purpose of soliciting investments from investors. Investors bear full responsibility for their investment decisions and should review the prospectus, including any amendments thereto, prepared by NBF in relation to the issuance of any new investment units for primary offering.

In addition, this press release does not constitute or form a part of any offer of securities in the United States. The securities referred to herein have not been, and will not be, registered under the U.S. Securities Act of 1933 (the "Securities Act"). The securities may not be offered or sold in the United States without registration or an exemption from registration of securities under the Securities Act. The securities referred to herein will not be offered, publicly or otherwise, in the United States.

(2) Outline of the Asset

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Note: This press release constitutes a general announcement concerning NBF's acquisition and disposition of assets. This press release has not been prepared for the purpose of soliciting investments from investors. Investors bear full responsibility for their investment decisions and should review the prospectus, including any amendments thereto, prepared by NBF in relation to the issuance of any new investment units for primary offering.

In addition, this press release does not constitute or form a part of any offer of securities in the United States. The securities referred to herein have not been, and will not be, registered under the U.S. Securities Act of 1933 (the "Securities Act"). The securities may not be offered or sold in the United States without registration or an exemption from registration of securities under the Securities Act. The securities referred to herein will not be offered, publicly or otherwise, in the United States.

*8 Total rental revenues and lease deposit were calculated based on the rent roll (as of October 31, 2021) received from the seller, and differ from the amount NBF receives after delivery of the property.

• II. IIDABASHI GRAND BLOOM (Additional Acquisition) >
  (1) Reason for Acquisition
  The acquisition is being undertaken with the intention of enhancing NBF's portfolio of properties in the 23 wards of Tokyo in accordance with the asset management objectives and policies set forth in NBF's Articles of Incorporation. In pursuing the acquisition set forth herein, NBFM deemed the following points especially attractive.
  ① Location
  The property is located in the Iidabashi area where multiple lines such as the JR, Tokyo Metro and Toei subway lines are available, boasting extremely excellent access to major areas in Tokyo including the Tokyo Station area and Shinjuku Station area, and offers high transport convenience as it is located within a one-minute walk of Iidabashi Station on the JR Chuo and Sobu lines and a two-minute walk of Iidabashi Station on the Tokyo Metro and Toei subway lines. It is a rare, mixeduse redevelopment property, and has excellent visibility as a landmark building.

• Building and Facilities, etc.

The property is a relatively new (8 years old) and highly competitive property with high basic specifications, such as a rentable standard floor area of approximately 805 tsubo (2,659.66 m2), a ceiling height of 2,800 mm, an OA floor of 100 mm and electric capacity of 60 VA, as well as BCP functions, such as an emergency power generator that is available for approximately 72 hours, approximately 100 m2 of warehouse space for stocking disaster prevention items, approximately 1,300 m2 of space (common areas on the lower floors) for those who have difficulty returning home, and a filtration device to convert well water for disaster prevention into drinking water.

• Expanding sectional ownership

NBF already has sectional ownership of approximately 41.10% of the area available for exclusive ownership of the property, and through the additionally acquisition of the property (approx. 17.45% of the area available for exclusive ownership ratio), NBF will have sectional ownership of approximately 58.55% of the area available for exclusive ownership.

(2) Outline of the Asset

Note: This press release constitutes a general announcement concerning NBF's acquisition and disposition of assets. This press release has not been prepared for the purpose of soliciting investments from investors. Investors bear full responsibility for their investment decisions and should review the prospectus, including any amendments thereto, prepared by NBF in relation to the issuance of any new investment units for primary offering.

In addition, this press release does not constitute or form a part of any offer of securities in the United States. The securities referred to herein have not been, and will not be, registered under the U.S. Securities Act of 1933 (the "Securities Act"). The securities may not be offered or sold in the United States without registration or an exemption from registration of securities under the Securities Act. The securities referred to herein will not be offered, publicly or otherwise, in the United States.