Investor Presentaiton
New Acquisitions | Transaction Summary
Brookfield
India Real Estate Trust
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
Proposed
1 Acquisitions
by BIRET
Transaction #1: Acquisition of 50% interest in Downtown Powai, Mumbai ("Downtown Powai")
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Transaction #2: Acquisition of 50% interest in Candor Techspace G1, Gurugram ("G1”) and a 100% interest in its property
management entity ("MIOP")(2)
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Key Deal
Terms
3 Key Benefits
4
Sources of
Funds
€2
(1)
(2)
(3)
(4)
(5)
(9)
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Acquisition Price: Rs 112,250 Million for 100% interest in Downtown Powai and G1. Additional Rs 1,500 Million to be paid
in future for purchase of 100% interest in MIOP
Income Support for G1: Brookfield Group has committed Rs 2,000 Million for 2 years from completion of G1 acquisition, to
be funded quarterly towards income for vacant areas in G1
GIC, Singapore's sovereign wealth fund, to acquire 50% interest in Downtown Powai and G1 on the same terms as BIRET
The transactions will increase the Operating Area by 44% and Consolidated GAV by 73%
The transactions will also reduce the top 5 tenant concentration to 32%, while increasing the Consolidated GAV share of
Mumbai to 33% and Gurugram to 34%
Acquisition Price is at a 5.8% discount to Consolidated GAV(3)
The acquisitions are expected to increase the NDCF per Unit by 4.5% (4)
BIRET: Institutional Placement (5) of Rs 34 Billion to be utilized towards purchase of 50% stake, deleveraging the Target
Assets and other transaction expenses
GIC: Commitment of Rs 33 Billion towards purchase of 50% stake and deleveraging the Target Assets
.
SPV-level debt (6): Rs 43 Billion to refinance existing debt facilities
GIC will invest in the Target Assets through its affiliates.
BIRET has entered into an option agreement with the MIOP Shareholders ("MIOP Option Agreement") under which the MIOP Shareholders have agreed to grant an irrevocable option in favour of BIRET to acquire all the share capital of MIOP (on a fully diluted
basis) and BIRET has agreed to grant an irrevocable option in favour of the MIOP Shareholders to sell all the share capital of MIOP (on a fully diluted basis) to BIRET, in accordance with the MIOP Option Agreement, for a consideration of Rs 1,504 million. MIOP
and G1 have entered into an agreement ("G1 Property Management Agreement") wherein G1 has appointed MIOP to provide the services as contemplated in the G1 Property Management Agreement.
Based on the average of two independent valuations by valuers registered with IBBI.
Assuming Institutional Placement of up to 124 Million Units at a price of Rs 275 per Unit; NDCF accretion includes pro-forma income support for G1 and assumes Rs 43 Billion debt refinanced at 8.50% per annum.
In addition to the Institutional Placement, BIRET may also consider various other forms of fund raising, including preferential allotment of Units, for cash or otherwise, and rights offering of Units, in accordance with applicable law.
The Asset SPVs propose to procure the debt from third party lenders and are in the process of obtaining such debt subject to agreement on definitive documentation.
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