日本都市ファンド投資法人(8953) – Notice Concerning Changes in Parent Company at Asset Management Company and Specified Affiliated Company

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開示日時:2022/06/01 08:55:00

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To all concerned parties: June 1, 2022 Investment Corporation Japan Metropolitan Fund Investment Corporation (Tokyo Stock Exchange Company Code: 8953) Representative: Masahiko Nishida, Executive Director Asset Management Company KJR Management Representative: URL: https://www.jmf-reit.com/english/ Naoki Suzuki, President & Representative Director Keita Araki, Executive Officer & Head of Metropolitan Business Division TEL: +81-3-5293-7081 Inquiries: Notice Concerning Changes in Parent Company at Asset Management Company and Specified Affiliated Company Japan Metropolitan Fund Investment Corporation (hereafter “JMF”) announces that, at its asset management company, KJR Management (hereafter the “Asset Management Company”), there has been parent company and specified affiliated company changes, as described below (hereafter the “Changes”). 1. Background of the Changes Changes of parent company and specified affiliated company have occurred at the Asset Management Company due to, as of May 31, 2022(U.S. time), KKR & Co. Inc. (Note 1) becoming the wholly-owning parent company of KKR Group Co. Inc. (former trade name: KKR & Co. Inc.) (Note 2), which is an (indirect) parent company of the Asset Management Company and a specified affiliated company of JMF, which transaction was disclosed by KKR & Co. Inc. in 8-K(Extraordinary report) through EDGAR dated October 12, 2021, for the reorganization to streamline the corporate and governance structure. Refer to the attachment for capital-relationship charts that shows the major shareholders, parent companies, and specified affiliated companies of the Asset Management Company before and after the This company whose name has been changed to “KKR & Co. Inc” from “KKR Aubergine Inc.” as of May 31,2022, is a different corporation to the corporation called “KKR & Co. Inc.” that was described in the notice titled “Notice Concerning Changes in Major Shareholder, Parent Company and Specified Affiliated Company at Asset Management Company” dated as of March 17, 2022 as the company that was scheduled to newly become a parent company and a specified affiliated company; hereafter referred to as “New KKR & Co. Inc.”. The trade name of “KKR & Co. Inc.”, which is described in the notice titled “Notice Concerning Changes in Major Shareholder, Parent Company and Specified Affiliated Company at Asset Management Company” dated as of March 17, 2022 as a company that is scheduled to newly become a parent company and a specified affiliated company, changed to “KKR Group Co. Inc.” on May 31, 2022. KKR Group Co. Inc. (former trade name: KKR & Co. Inc.) continues to be a parent company of the Asset Management Company and a specified affiliated company of JMF. 2. Overview of the parent company and the specified affiliated company subject to change The company (New KKR & Co. Inc., listed in New York Stock Exchange) to become a parent company and a specified affiliated company Changes. (Note 1) (Note 2) 1 (d) (e) (f) (g) (h) (i) ( j) (a) Name KKR & Co. Inc. (b) Location 19807 (c) Name and Title of Robert Lewin, CFO Suite 302, 4001 Kennett Pike, Wilmington, New Castle County, Delaware Representative Main business Capital Holding company 58,056,729 thousand US dollars (as of May 31, 2022) Establishment October 5, 2021 May 31, 2022 Date of trade name change Net assets Total assets Major shareholders and shareholding ratio KKR Holdings L.P. BlackRock, Inc. 58,056,729 thousand US dollars (as of May 31, 2022) 264,285,440 thousand US dollars (as of May 31, 2022) (Note) The Vanguard Group Inc. (k) Relationship with JMF or the Asset Management Company % 30.44.63.9%% Capital Relationship capital relationship as of today between related parties and affiliated Personnel Relationship As of today, the company is the wholly-owning parent company of KKR Group Co. Inc. (former trade name: KKR & Co. Inc.), which is a parent company and a specified affiliated company of the Asset Management Company. Further, please refer to the attachment for details of the companies of the Asset Management Company and those of the company’. As of February 28, 2022, which is the end of most recent fiscal period of JMF, there was no capital relationship to be disclosed between JMF and the company. As of today, there are no personnel relationships requiring disclosure between JMF or the Asset Management Company and the company. As of today, there are also no personnel relationships required to be disclosed between related parties and affiliated companies of JMF or the Asset Management Company and those of the company. As of today, there is no business relationship requiring disclosure between JMF or the Asset Management Company and the company. As disclosed between related parties and affiliated companies of JMF or the Asset Management Company and those of the company. As of today, the company does not constitute a related party of JMF. The Business Relationship of today, there are also no business relationships required to be Status as Related Party company constitutes a related party of the Asset Management Note: This is based on the information of major shareholders and shareholding ratio as of February 24, 2022, on fully diluted basis of preferred stock disclosed in the EDGAR 10-K submitted by KKR Group Co. Inc. (former trade name: KKR & Co. Inc.) dated February 28, 2022; This figure does not reflect the changes caused by this reorganization. Company. 3. (1) (2) Schedule Date of Changes: May 31, 2022 (U.S. time) Date of submission to prime minister: June 1, 2022 (Scheduled) 2 5. (1) (2) (3) (4) (5) (6) (7) 6. 4. Number of shares (voting rights) owned by the parent company and specified affiliated company and ratio to the voting rights of entire shareholders ・New KKR & Co. Inc. Attribute Before Change After Change – Parent company (specified affiliated company) Future outlook Number of shares (voting rights) (percentage of voting rights of all shareholders) Combined ownership Direct ownership Total Ranking among major shareholders 0 (0%) 0 (0%) 0 (0%) 10,000 (100%) 0 (0%) 10,000 (100%) Not applicable Not applicable Changes to the asset management agreement concluded by JMF No changes are planned as of today. Changes to the organizational structure of the Asset Management Company No changes are planned as of today. Changes to the decision-making mechanism for investment management No changes are planned as of today. Changes to the rules on compliance and interested parties No changes are planned as of today. Changes to investment policy No changes are planned as of today. Changes to agreements with the sponsors Not applicable Prospect of JMF continuing to be listed JMF plans to remain listed. (8) Future policy, etc. As of today, there is no plan to change the management structure of operations related to the management of JMF’s assets by the Asset Management Company after the Changes. Further, JMF will make announcements promptly when any event to be disclosed occurs regarding the business implementation of JMF and the Asset Management Company regarding (1) to (8) above. Other matters Necessary filing and other procedures will be performed for these matters pursuant to the Financial Instruments and Exchange Act, Building Lots and Buildings Transaction Act, and other applicable laws and regulations. 3 Before the Changes: KKR & Co. Inc. (listed in New York Stock Exchange) KKR Group Holdings Corp. 100% 69.6% KKR Group Partnership L.P. 100% 99.9 %(Limited Partner) KKR Holdco LLC KKR & Co. GP LLC 100 %0.1% (General Partner) Kohlberg Kravis Roberts & Co. L.P. KKR Asia LLC 100% 100% 100% 76KK KJR Management (Asset Management Company) 4 After the Changes: KKR & Co. Inc. (listed in New York Stock Exchange) KKR Group Co. Inc. (former trade name: KKR & Co. Inc.) 100% 100% KKR Group Holdings Corp. General Partner KKR Group Partnership L.P. 100% 99.9 %(Limited Partner) KKR Holdco LLC KKR & Co. GP LLC 100 %0.1% (General Partner) Kohlberg Kravis Roberts & Co. L.P. KKR Asia LLC 100% 100% 100% 76KK 5 KJR Management (Asset Management Company) This English language release is for informational purposes only, and the Japanese language release should be referred to as the original.

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