To be determined
The amount to be paid in (issue amount) shall be determined at the board of directors meeting to be held on a date between Wednesday, February 16, 2022, and Monday, February 21, 2022 (the "Issue Price Determination Date").
To be determined To be determined
The issue price (offer price) shall be determined on the Issue Price Determination Date, taking into consideration the status of demand and other factors and using as a tentative price a figure obtained by multiplying a number from 0.90 to 1.00 by the price subtracting 6,412 yen of the estimated distributions per unit (excluding estimated surplus cash distributions) and 687 yen of estimated surplus cash distributions for the fiscal period ending February 28, 2022 (11th fiscal period) from the closing price for ordinary trading of an investment unit of MEL on Tokyo Stock Exchange Inc. (the "Tokyo Stock Exchange") on the Issue Price Determination Date (in the event of no closing price on such date being available, the closing price on the preceding date). Any fraction of one yen shall be rounded down to the nearest yen. To be determined

February 7, 2022

For Immediate Release

Real Estate Investment Trust Securities Issuer

1-6-5 Marunouchi, Chiyoda-ku, Tokyo

Mitsubishi Estate Logistics REIT Investment Corporation

Representative: Ken Takanashi, Executive Director

(Securities Code: 3481)

Asset Management Company

Mitsubishi Jisho Investment Advisors, Inc.

Representative:

Haruhiko Araki, President & CEO

Contact:

Ken Takanashi, Director, General Manager,

Logistics REIT Management Department

TEL: +81-3-3218-0030

Notice Concerning Issuance of New Investment Units (Green Equity Offering)

and Secondary Offering of Investment Units

Mitsubishi Estate Logistics REIT Investment Corporation ("MEL") announces today that, at the meeting of its board of directors held today, its board of directors passed a resolution regarding the issuance of new investment units and a secondary offering of investment units as follows.

The issuance of new investment units through a public offering in Japan (the "Domestic Public Offering") as well as international markets (the "International Offering", and together with the Domestic Public Offering, collectively referred to as the "Offerings") shall be conducted as a green equity offering (Note).

(Note) For details of the green equity offering, please refer to "6. Green Equity Offering" below.

1. Issuance of New Investment Units through Public Offering

(1) Number of investment 56,000 units units to be offered

(2) Amount to be paid in (issue amount)

(3) Net proceeds

(4) Issue price (offer price)

(5) Total amount issued (total offer value)

Note:This press release has been prepared for the purpose of announcing to the public certain matters relating to the issuance of new investment units (green equity offering) and secondary offering of investment units, and has not been prepared for the purpose of soliciting investment.

This press release does not constitute an offer of securities in the United States of America. The securities referred to above have not been, and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act"). The securities may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act. The securities referred to above will not be publicly offered or sold in the United States.

1

(6)

Offering method

Investment units shall be offered simultaneously in Japan and overseas (the

Domestic Public Offering, the International Offering and the secondary distribution

via over-allotment mentioned in "2. Secondary Offering of Investment Units

(Secondary Distribution via Over-allotment)" below shall be collectively referred to

as the "Global Offerings").

(i)

Domestic Public Offering

All investment units for the Domestic Public Offering shall be underwritten and

purchased by a group of underwriters (collectively referred to as the "Domestic

Underwriters").

(ii)

International Offering

The International Offering shall be conducted in international markets mainly

in the United States, Europe and Asia (provided, however, that the offering in

the U.S. market shall be restricted to qualified institutional buyers pursuant to

Rule 144A under the U.S. Securities Act of 1933, as amended), and all

investment units subject to the International Offering shall be purchased and

underwritten severally and not jointly in the total amount by a group of

international underwriters (together with the Domestic Underwriters,

collectively referred to as the "Underwriters").

(iii) The total number of investment units to be issued in the Offerings shall be

56,000 units, scheduled to be 36,260 units for the Domestic Public Offering and

19,740 units for the International Offering, and the final breakdown of

investment units shall be determined on the Issue Price Determination Date,

taking into consideration the status of demand and other factors.

(7)

Content of

The Underwriters shall pay MEL the net proceeds for the Offerings on the payment

underwriting

date stated below under (11), and the difference with the total amount issued (total

agreement

offer value) shall be the proceeds of the Underwriters.

MEL shall not pay an underwriting fee to the Underwriters.

(8)

Units of application

One unit or more in multiples of one unit

(9)

Application period

The business day following the Issue Price Determination Date

(Domestic Public

Offering)

(10)

Payment period for

From the business day following the Issue Price Determination Date to two business

deposit in securities

days following the Issue Price Determination Date

(11)

Payment date

Tuesday, March 1, 2022

(12)

Delivery date

Wednesday, March 2, 2022

  1. The amount to be paid in (issue amount), the issue price (offer price), the final breakdown of investment units to be offered through the Domestic Public Offering and through the International Offering and other items required for the issuance of the new investment units shall be determined at a future board of directors meeting.
  2. The above-mentioned items related to the Domestic Public Offering shall be subject to the condition that the Securities Registration Statement, filed pursuant to the Financial Instruments and Exchange Act of Japan, becomes effective.

Note:This press release has been prepared for the purpose of announcing to the public certain matters relating to the issuance of new investment units (green equity offering) and secondary offering of investment units, and has not been prepared for the purpose of soliciting investment.

This press release does not constitute an offer of securities in the United States of America. The securities referred to above have not been, and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act"). The securities may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act. The securities referred to above will not be publicly offered or sold in the United States.

2

2. Secondary Offering of Investment Units (Secondary Distribution via Over-allotment) (Refer to below)

(1)

Number of

2,800 units

investment units to be

The above number of investment units to be offered is the maximum number of

distributed

investment units to be distributed in the secondary distribution via over-allotment

by one of the Domestic Underwriters in the Domestic Public Offering ("the

Bookrunner"), separately from the Domestic Public Offering, taking into

consideration the status of demand and other factors of the Domestic Public

Offering. There are cases where the above number may decrease or the secondary

distribution via over-allotment itself may not take place at all depending on the

status of demand and other factors relating to the Domestic Public Offering. The

number of investment units to be distributed shall be determined at the board of

directors meeting to be held on the Issue Price Determination Date, taking into

consideration the status of demand and other factors of the Domestic Public

Offering.

(2)

Distributor

The Bookrunner

(3)

Distribution price

To be determined

The distribution price shall be determined at the board of directors meeting to be

held on the Issue Price Determination Date. Furthermore, the distribution price shall

be the same as the issue price (offer price) for the Domestic Public Offering.

(4)

Total amount of

To be determined

distribution price

(5)

Distribution method

The Bookrunner shall conduct a secondary distribution in Japan of MEL's investment

units, which it shall borrow from Mitsubishi Estate Co., Ltd. ("Mitsubishi Estate") in

a number not to exceed 2,800 units (the "Borrowed Units"), separately from the

Domestic Public Offering, taking into consideration the status of demand and other

factors relating to the Domestic Public Offering.

(6)

Units of application

One unit or more in multiples of one unit

(7)

Application period

The same as the Domestic Public Offering

(8)

Payment period for

The same as the Domestic Public Offering

deposit in securities

(9)

Delivery date

The same as the Domestic Public Offering

  1. This secondary distribution via over-allotment shall be cancelled upon the cancellation of the Domestic Public Offering.
  2. The distribution price and other items required for the secondary distribution via over-allotment shall be determined at a future board of directors meeting.
  3. The items above shall be subject to the condition that the Securities Registration Statement, filed pursuant to the Financial Instruments and Exchange Act of Japan, becomes effective.
3. Issuance of New Investment Units through Third-party Allotment (Refer to below)

(1)

Number of investment

2,800 units

units to be offered

(2)

Amount to be paid in

To be determined

(issue amount)

To be determined at the board of directors meeting to be held on the Issue Price

Determination Date. The amount to be paid in (issue amount) shall be identical to

the amount to be paid in (issue amount) for the Domestic Public Offering.

(3)

Net proceeds

To be determined

(4)

Allottee and number

The Bookrunner: 2,800 units

of investment units to

be allotted

(5)

Units of application

One unit or more in multiples of one unit

Note:This press release has been prepared for the purpose of announcing to the public certain matters relating to the issuance of new investment units (green equity offering) and secondary offering of investment units, and has not been prepared for the purpose of soliciting investment.

This press release does not constitute an offer of securities in the United States of America. The securities referred to above have not been, and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act"). The securities may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act. The securities referred to above will not be publicly offered or sold in the United States.

3

(6)

Application period

A business day during the period from Tuesday, March 22, 2022 to Friday, March 25,

(application date)

2022.

Application date shall be one business day following the 30th day (or the

immediately preceding business day if the date is not a business day) immediately

after the application period for the Domestic Public Offering and the secondary

distribution via over-allotment.

(7)

Payment date

A business day during the period from Wednesday, March 23, 2022 to Monday,

March 28, 2022.

Payment date shall be two business days following the 30th day (or the immediately preceding business day if the date is not a business day) immediately after the application period for the Domestic Public Offering and the secondary distribution via over-allotment.

  1. Investment units for which no application for subscription has been made during the application period (by the application date), mentioned in (6) above, shall not be issued.
  2. The amount to be paid in (issue amount) and other items required for the issuance of new investment units through third-party allotment shall be determined at a future board of directors meeting.
  3. The issuance of new investment units through third-party allotment shall be canceled upon the cancellation of the Domestic Public Offering.
  4. The items above shall be subject to the condition that the Securities Registration Statement filed in accordance with the Financial Instruments and Exchange Act of Japan becomes effective.

Secondary Distribution via Over-allotment and Related Matters

The secondary distribution via over-allotment shall be a secondary distribution of MEL's investment units in Japan

by the Bookrunner, which the Bookrunner shall borrow from Mitsubishi Estate in a number not to exceed 2,800 units

upon the Domestic Public Offering, separately from the Domestic Public Offering, taking into consideration the status of demand and other factors relating to the Domestic Public Offering. The number of investment units to be distributed in the secondary distribution via over-allotment is scheduled to be 2,800 units. The number of investment units above is the maximum number of investment units to be distributed; there may be instances in which the number may decrease or the secondary distribution via over-allotment itself may not take place at all, depending on the status of demand and other factors relating to the Domestic Public Offering.

Furthermore, in connection with the secondary distribution via over-allotment, for the purpose of allowing the Bookrunner to acquire MEL's investment units required for returning the Borrowed Units, MEL resolved, by its board of directors meeting held on Monday, February 7, 2022, to issue 2,800 new investment units by way of third-party allotment (the "Third-party Allotment") to the Bookrunner with the payment date on a business day during the period

from Wednesday, March 23, 2022 to Monday, March 28, 2022, which is two business days following the thirtieth day (or the immediately preceding business day if the date is not business day) immediately after the application period for the Domestic Public Offering and the secondary distribution via over-allotment (the "Payment Date for Third- party Allotment").

In addition, during the period from the date following the application period for the Domestic Public Offering and the secondary distribution via over-allotment to two business days before the Payment Date for Third-party

Allotment (the "Syndicate Cover Transaction Period"), there may be cases where the Bookrunner may purchase MEL's

investment units on the Tokyo Stock Exchange, which shall be in a number not to exceed the number of investment units pertaining to the secondary distribution via over-allotment, for the purpose of returning the Borrowed Units

(the "Syndicate Cover Transaction"). All of MEL's investment units acquired in the Syndicate Cover Transaction by the

Bookrunner shall be allocated to return the Borrowed Units. During the Syndicate Cover Transaction Period, there may be instances in which the Bookrunner decides not to engage in the Syndicate Cover Transaction at all or decides to end the Syndicate Cover Transaction without purchasing investment units in a number equal to the number of investment units pertaining to the secondary distribution via over-allotment.

Note:This press release has been prepared for the purpose of announcing to the public certain matters relating to the issuance of new investment units (green equity offering) and secondary offering of investment units, and has not been prepared for the purpose of soliciting investment.

This press release does not constitute an offer of securities in the United States of America. The securities referred to above have not been, and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act"). The securities may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act. The securities referred to above will not be publicly offered or sold in the United States.

4

Furthermore, the Bookrunner may engage in stabilizing transactions related to the Domestic Public Offering and the secondary distribution via over-allotment, and MEL's investment units purchased through such stabilizing transactions may possibly be used, in whole or in part, to return the Borrowed Units.

As for the remaining number of investment units after reducing the number of MEL's investment units purchased through the stabilizing transaction and the Syndicated Cover Transaction used to return the Borrowed Units from the number of MEL's investment units for the secondary distribution via over-allotment, the Bookrunner intends to acquire MEL's investment units through the Third-party Allotment. For this reason, it is possible that applications may not be filed for the number of investment units issued through the Third-party Allotment, in whole or in part, and as a result of forfeiture, the final number of investment units issued in the Third-party Allotment may decrease to the same extent or the issuance itself may not take place.

Whether the secondary distribution via over-allotment is exercised and the number of units to be subscribed when the secondary distribution via over-allotment is exercised will be determined on the Issue Price Determination Date. If the secondary distribution via over-allotment is not exercised, the Bookrunner will not borrow MEL's investment units from Mitsubishi Estate. Therefore, the Bookrunner will not acquire such number of MEL's investment units by filing applications for the Third-party Allotment. In this event, the issuance of new investment units through the Third- party Allotment will not take place due to forfeiture. Similarly, the Syndicate Cover Transaction on the Tokyo Stock Exchange will not be exercised.

Furthermore, any of the above transactions shall be conducted by the Bookrunner in consultation with the other Bookrunner.

4. Change in the Number of Investment Units Outstanding after the Issuance of the New Investment Units

Current number of issued investment units outstanding:

391,135 units

Number of new investment units to be issued in the Offerings:

56,000 units

Total number of issued investment units after the Offerings:

447,135 units

Number of new investment units to be issued through the Third-party

2,800 units

Allotment:

(Note)

Total number of issued investment units after the Third-party Allotment:

449,935 units

(Note)

(Note) These figures represent the number of investment units assuming that the Bookrunner subscribes for the entire investment units offered

in the Third-party Allotment, resulting in the issuance of such investment units.

5. Objective and Rationale for the Issuance

MEL will acquire new specified assets (as defined in Article 2, Paragraph 1 of the Act on Investment Trusts and Investment Corporations of Japan; the same shall apply hereinafter) which include LOGIPORT Kawasaki Bay (45% trust beneficiary co-ownership interest) and Logicross Atsugi II (the "Two New Properties") as set forth in "Notice Concerning Acquisition of Domestic Real Estate Trust Beneficiary Interests and Lease Contracts with New Tenants" announced today, using proceeds from the Offerings, new concurrent borrowings and utilizing cash on hand. MEL believes that, through the acquisition of the Two New Properties, MEL can achieve steady expansion of its portfolio and grow its unitholder value. The issuance of the new investment units was decided after having considered factors such as market trends, distributions per unit and other factors.

6. Green Equity Offering

Mitsubishi Estate Group has set "Mitsubishi Estate Group's Sustainable Development Goals 2030" as part of its Long-Term Management Plan 2030 as a milestone for establishing specific themes and actions. The Asset Management Company and MEL also believe that promotion of a sustainable society through ESG initiatives is part of MEL's social responsibility as a publicly-listed entity and that it plays an indispensable part in maximizing unitholder value. In order to put these ideas into action, MEL has shared its thoughts vis-à-vis sustainability with the Asset Management Company, and in collaboration, it has proactively promoted various efforts such as investment in logistics facilities which are environmentally-friendly and energy efficient, as well as implementation of activities

Note:This press release has been prepared for the purpose of announcing to the public certain matters relating to the issuance of new investment units (green equity offering) and secondary offering of investment units, and has not been prepared for the purpose of soliciting investment.

This press release does not constitute an offer of securities in the United States of America. The securities referred to above have not been, and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act"). The securities may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act. The securities referred to above will not be publicly offered or sold in the United States.

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Mitsubishi Estate Logistics REIT Investment Corporation published this content on 07 February 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 07 February 2022 06:47:10 UTC.