Nomura Office Fund Announces the Asset Management Company's Merger and Change of Business Name

TOKYO--()--Nomura Real Estate Office Fund, Inc. (NOF)(URL: http://www.nre-of.co.jp/english/) (TOKYO:8959), a Japanese office building real estate investment trust (J-REIT), announced that Nomura Real Estate Asset Management Co., Ltd. ("NREAM"), a licensed investment trust management company retained by the Fund to provide asset management services, has determined to merge with Nomura Real Estate Investment Management Co., Ltd. ("NREIM") and Nomura Real Estate Capital Management Co., Ltd. ("NRECM") and conclude the merger agreement on July 7, 2011, as mentioned below.

1. Reason for Merger

NREAM currently manages 2 listed REITs (NOF and Nomura Real Estate Residential Fund, Inc.) and 1 open-ended unlisted REIT (Nomura Real Estate Private REIT, Inc.) and has built-up vast experience and expertise regarding REIT management.
NREIM, since its establishment in December 2001, is a private fund asset management company that has managed and offers various risk-return profiles, from core to opportunity funds.
NRECM has expanded into new real estate financial instrument business through development of the fund business, which manages primarily domestic and international real estate Fund of Funds (FoFs) and real estate backed securities, and discretionary investment management business for Pension funds.
Through the merger of the real estate management related business operated by the three companies mentioned above, NREAM will be able to integrate the human resources and expertise regarding asset management that was dispersed within the Nomura Real Estate Group (Note) and are also able to further enhance the ability to gather property information through the expansion of the managing asset size, expand on investment opportunities, and further improve their management ability.

(Note)  

Refers to the business operations of Nomura Real Estate Development Co., Ltd. and the subsidiary companies of Nomura Real Estate Holdings, Inc.("NREHD")

 

2. Summary of Merger

(1)

 

Schedule of the Merger

Board of Directors Meeting
(Approval of the Merger Agreement)

  July 6, 2011
Date of Merger Agreement July 7, 2011 (scheduled)

Date of Shareholders' Meeting

August 25, 2011 (scheduled)
Effective Date of Merger October 1, 2011 (scheduled)
Date of Merger Registration October 3, 2011 (scheduled)
Date of Notification to Prime Minister   October 3, 2011 (scheduled)
 
(2)   Method
The merger will be an absorption-type merger under which NREAM will remain the surviving company and NREIM and NRECM will be dissolved as the absorbed company.
 
(3) Content of Allocation

As the merger will be conducted among wholly owned subsidiaries of NREHD, the surviving company will not allocate any counter values, etc., to the shareholder of absorbed companies (NREHD).

 

3. Status after Merger

    Surviving company
(1) Company Name

Nomura Real Estate Asset Management Co., Ltd.
(The Japanese company name "Nomura Fudosan Toshin
K.K." will be changed to "Nomura Fudosan Toshi Komon
K.K.")

(2) Location

8-5-1 Nishi-Shinjuku, Shinjuku-ku Tokyo 160-0023,
Japan

(3) Representative TBD
(4) Description of Business

Investment management business, Type II financial
instruments business, Investment advisory and agency
business, Building lots and buildings transaction
business, and Moneylending business

(5) Capital JPY 300 million
(6) Fiscal term From April to March
(7) Net assets JPY 2,900 million (predicted)
(8) Total assets   JPY 4,100 million (predicted)
 

Please refer to the original news release for the complete information.
http://www.nre-of.co.jp/site/file/tmp-TmCW4.pdf

< About NOF > URL: http://www.nre-of.co.jp/english/

NOMURA OFFICE FUND, INC.(NOF) is listed on the Tokyo Stock Exchange(J-REIT) with the securities code number 8959, managed by Nomura Real Estate Asset Management Co., Ltd. (NREAM) within the Nomura Real Estate Group. The NOF Portfolio consists of office buildings located in the three major metropolitan areas and government-designated cities, etc.

Executive Director: Yuichi Maruko

*Asset Management Company (AM Company): Nomura Real Estate Asset Management Co., Ltd.

*President and Chief Executive Officer of the AM Company: Atsushi Ogata

Contacts

Nomura Real Estate Asset Management Co., Ltd.
Kenji Tsuga, +81-3-3365-0507
General Manager
Office Management Division

Contacts

Nomura Real Estate Asset Management Co., Ltd.
Kenji Tsuga, +81-3-3365-0507
General Manager
Office Management Division