LIPPO-MAPLETREE - Lippo Malls Indonesia Retail Trust - Investor ...

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Leased MallsThe trade area, including major competing centres within the trade area, is illustrated in the map below.Figure 4.1.3 Cibubur Junction trade area1. Graha Cijantung2. Mal Depok3. Mal Citra Gran4. Plaza Cibubur5. Mal Cimanggis6. Cileungsi Trade Center7. Depok Town Square8. ITC Depok9. Margo City10. Tamini Square110CibuburJunction72895436NSource: Jones Lang LaSalle Research and Consulting & Jakarta Street Atlas (Gunther W. Holtorf)As at 2007, the PTA is estimated to comprise nearly 423,000 households in the middle and upper incometarget markets while the STA, which is smaller, comprises a further 319,000 such households.Numerous housing estates have been developed in recent years, increasing the market for qualityshopping facilities at Cibubur. These include the following:• Permata Puri Laguna• Permata Puri• Cibubur Indah• Puri Sriwedari• Raffles Hills• Kota Wisata• Legenda Wisata• Bukit Golf Cibubur RiversideBased on recent population trends in the area, middle and upper income households in the PTA is forecastto grow by 2.8% per annum between 2007 and 2011, increasing to 473,000 households. Slightly lowergrowth is expected in the STA.F-52
Leased MallsTable 4.1.4 Cibubur Junction trade area: population growth and spending forecasts2007 (f) 2011 (f)%Growth2007-2011(p.a.)Primary Trade Area . . . . . . . Population 2,255,374 2,460,252 2.2%Households* 422,862 472,826 2.8%Retail Spending perHousehold (Rp. Million) 18.03 21.10 4.0%Total Retail Spend (Rp. Billion) 7,624 9,977 7.0%Secondary Trade Area . . . . . Population 1,608,510 1,728,964 1.8%Households* 318,865 351,311 2.5%Retail Spending perHousehold (Rp. Million) 18.62 21.79 4.0%Total Retail Spend (Rp. Billion) 5,937 7,655 6.6%Source: AC Nielsen; Economic Intelligence Unit; Jones Lang LaSalle Research and Consulting* Note: Total Households and Retail spending market only includes only those households assumed tofall within the target market (i.e., AC Nielsen’ Socio Economic Status (SES) categories A to C, describedas middle and upper income households). Spend market at 2007 prices (i.e. 2011 spend market at2007 prices; average annual retail spending per household and total retail spend market growthforecasts are real, not nominal, growth, excluding the effects of inflation)With real per capita spending expected to increase by an average of approximately 4% over the next fouryears and together with moderate population growth, total retail spend in the PTA for the target market isexpected to grow by 7.0% per annum between 2007 and 2011. Slightly lower growth is expected in theSTA.4.1.6 CompetitionCJ is clearly the most visited mall amongst its customers, with 71% of respondents surveyed reporting thesubject site as the centre they visit most often.The local centres of competitive relevance (i.e. centres larger than 10,000 sq.m), including their distancefrom CJ, opening year, amount of retail floor space and major tenants, are detailed in Table 4.1.5. Thelargest centres are discussed below:• Pondok Indah Mall is a large leased mall located in South Jakarta, 23 kilometres from the subject site.The mall contains around 100,000 sq.m of retail space and is anchored by a number of middle-upperdepartment stores and includes cinemas. Given its distance from the subject site and its tenancy mix(i.e. higher order retailing targeting middle-upper segments), Pondok Indah Mall is only considered likelyto be competing with CJ for discretionary spending rather than weekly convenience retailing.• Depok is situated approximately 10 kilometres west of CJ. Depok contains a number of retail facilitieswhich, when combined, are of competitive relevance to the subject site. The main centres in Depok areDepok Town Square (a strata mall anchored by Matahari and Hypermart), Margo City (a leasedmallanchored by Centro department store and Giant hypermarket), Mal Depok (a lease mall anchoredby a Matahari Department Store and Matahari Supermarket) and ITC Depok (a strata mall anchored byCarrefour). Margo City is considered to be of most relevance to the subject site given it is targetingmiddle-upper income households and as it is the only major centre in Depok with a department storeother than Matahari (i.e. Centro), which is a point of difference.• Graha Cijantung is located 11 kilometres northwest of the subject site. This lease mall contains45,000 sq.m of retail space anchored by a Ramayana Department Store and a Hero Supermarket.The centre is targeting middle-lower income households, therefore not considered as a majorcompetitor to the subject site.• Tamini Square is a strata mall located approximately 9 kilometres north of CJ. The mall is anchored by aCahaya department store and a Carrefour hypermarket. The centre is considered to be of minimalcompetitive relevance as it is targeting a lower income segment compared with the subject site.F-53
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LIPPO-MAPLETREEINDONESIA RETAIL TRU
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Metropolis Town SquareMall WTC Mata
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KeyInvestmentHighlightsStrong acqui
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Locked-in master leases with rental
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1. Mall WTC Matahari UnitsRetail Sp
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Notice to investorsNo person is aut
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Forward-looking statementsCertain s
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Market and industry informationThis
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SummaryThe following summary is qua
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a right of first refusal (the “RO
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• The management of all the Retai
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information was extracted are based
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2006. It is estimated that the urba
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Further, the Retail Malls are manag
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Key Information on the PropertiesA
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Location of the Properties in Indon
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INFORMATION ON THE PROPERTIESThe Re
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Pictures of Gajah Mada Plaza19
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Percentage of contribution to LMIRT
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Number of tenants as at 30 June2007
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Car parking lots . . . . . . . . .
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Occupancy rate as at 30 June 2007.
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Year of building completion . . . .
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NLA as at 30 June 2007 . . . . . .
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Year of building completion . . . .
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Appraised value by Knight Frank as
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NPI for Forecast Period 2007,Projec
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Note:(1) Based on Strata Titles Own
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Note:(1) Based on Kiosks Sale and P
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Appraised value by Colliers as at30
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Percentage of contribution to LMIRT
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Notes:(1) These 14 Singapore SPCs (
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(See “Strategy—Capital and Risk
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Operating Companies: PT Multi Nusan
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Payable by LMIR Trust(c) Any other
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The offeringLMIR Trust . . . . . .
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Lock-ups . . . . . . . . . . . . .
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Listing and Trading . . . . . . . .
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Singapore are made in accordance wi
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Forecast Period2007Projection Year2
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Risk factorsProspective investors s
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Risk factorssimilar tenancy terms.
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Risk factors• losses arising from
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Risk factorsacquisitions is limited
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Risk factorsafter the proposed plan
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Risk factorsIf the tenure of the un
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Risk factorsThe Properties may be s
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Risk factorsRenovation work or phys
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Risk factorsSuch compulsory acquisi
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Risk factorsthereby materially and
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Risk factorsinterpretation by the I
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Risk factors• broad market fluctu
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Ownership of UnitsPRINCIPAL UNITHOL
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DistributionsThe distributable inco
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Exchange rates and exchange control
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CapitalisationThe following table s
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Unaudited pro forma consolidated ba
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Profit forecast and profit projecti
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StrategyDate, to the extent that LM
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StrategyGiven that there is limited
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Strategyterm funding in a more cost
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Business and propertiesIn addition,
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Business and propertiestheir daily
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Business and propertiesValuationEac
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Business and propertiesThe followin
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Business and propertiesINFORMATION
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Business and propertiesother strata
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Business and propertiesBecause of t
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Business and propertieswell-known c
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Business and propertiesThe largest
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Business and properties“Overview
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Business and properties200 sq m and
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Business and properties• Mal Cima
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Business and propertiesTHE PLAZA SE
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Business and propertiesThe table be
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Business and properties• Epicentr
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Business and propertiesMAL LIPPO CI
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Business and propertiesPercentage o
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Business and propertiesfloor. The o
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Business and properties• Pangrang
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Business and propertiesBANDUNG INDA
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Business and propertiesAmendment to
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Business and propertiesISTANA PLAZA
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Business and propertiesThe Istana P
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Business and propertiesRelevant inf
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Business and propertiesAppraised va
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Business and propertiesDescriptionP
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Business and propertiesSun PlazaMed
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The Manager and corporate governanc
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The SponsorThe business structure o
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The Sponsorshopping, entertainment
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The SponsorKEY SHAREHOLDERS OF THE
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The formation and structure of LMIR
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Certain agreements relating to LMIR
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Overview of relevant laws and regul
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TaxationSINGAPORE TAX IMPLICATIONST
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Taxationbe applied to reduce the co
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TaxationOn the rental payments to t
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Plan of distributionThe Manager is
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Plan of distributionThe restriction
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Plan of distributionNote:(1) Includ
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Plan of distributionArticle 31, sec
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Plan of distributionUnited States o
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Clearance and settlementINTRODUCTIO
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General information(1) The profit f
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General information(f)(g)(h)Rule 74
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Glossary% Per centum or percentageA
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GlossaryColliersColliers Internatio
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GlossaryIndonesian SPCsInterested P
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GlossaryNPIOCBC BankNet property in
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GlossaryRetail Space Singapore SPCs
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GlossaryUnit Lending AgreementUnit
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Appendix AINDEPENDENT ACCOUNTANTS
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Appendix BINDEPENDENT ACCOUNTANTS
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Appendix BLIPPO-MAPLETREE INDONESIA
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Appendix BPro Forma Consolidated Ba
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Appendix B(D)Pro Forma Consolidated
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Appendix B(x)(xi)(xii)(xiii)(xiv)S$
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Appendix BCash and cash equivalents
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Appendix BLeased assets—Leases in
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Appendix Btemporary difference; and
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Appendix B• The Trustee, the Mana
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Appendix BDeferred income represent
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Appendix Bfinancial year exceeds th
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Appendix Bprice is to be negotiated
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Appendix B4. Bandung Indah PlazaPT
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Appendix CINDEPENDENT SINGAPORE TAX
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Appendix CGains on disposal of shar
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Appendix CDisposal of UnitsSingapor
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Appendix DINDEPENDENT INDONESIAN TA
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Appendix DD-3
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Appendix DD-5
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Appendix DD-7
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Appendix EINDEPENDENT PROPERTY VALU
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Appendix EReport No.017/WPA-Report/
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Appendix ERef. No: V/2006/PKG/3819
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Appendix EVALUATION CERTIFICATEProp
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Appendix EPropertiesLandarea (m 2 )
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Appendix EADDENDUM—STATEMENT OF A
Page 403 and 404: Appendix FINDEPENDENT REPORT ON THE
Page 405 and 406: TABLE OF CONTENTSREPORT INSTRUCTION
Page 407 and 408: Report instructionsAbout Jones Lang
Page 409 and 410: Executive summaryIMPLICATIONS FOR R
Page 411 and 412: Overview of Indonesia and its Econo
Page 425 and 426: Retail Market OverviewTable 2.1.1 I
Page 427 and 428: Retail Market Overview2.3 Changing
Page 429 and 430: Retail Market Overviewretailers hav
Page 431 and 432: Retail Market OverviewCompletionyea
Page 433 and 434: Retail Market Overview2.7.5 Carrefo
Page 435 and 436: Retail Market OverviewIn view of th
Page 437 and 438: Overview of PortfolioAs the adminis
Page 439 and 440: Overview of PortfolioFigure 3.1.4:
Page 441 and 442: Overview of PortfolioFigure 3.2.2 B
Page 443 and 444: Overview of PortfolioFigure 3.2.4 S
Page 445 and 446: Overview of PortfolioFigure 3.2.6 M
Page 447 and 448: Overview of PortfolioFigure 3.3.1 L
Page 449 and 450: Overview of PortfolioMall WTC Matah
Page 451 and 452: Leased MallsFigure 4.1.1 Cibubur Ju
Page 453: Leased MallsTable 4.1.3 Major tenan
Page 457 and 458: Leased Malls4.1.7 SWOT analysisTabl
Page 459 and 460: Leased Malls4.2 Plaza Semanggi4.2.1
Page 461 and 462: Leased Mallsnumber of international
Page 463 and 464: Leased MallsTaking the survey and t
Page 465 and 466: Leased Malls• There are two major
Page 469 and 470: Leased Mallsterms of its very promi
Page 471 and 472: Leased MallsFigure 4.3.2 Bandung In
Page 473 and 474: Leased Malls• In terms of reasons
Page 475 and 476: Leased Mallsand approximately 38,00
Page 477 and 478: Leased MallsWhile BIP is likely to
Page 479 and 480: Leased MallsFigure 4.4.2 Istana Pla
Page 481 and 482: Leased Malls• The main reason sta
Page 483 and 484: Leased Malls• Cihampelas Walk is
Page 485 and 486: Leased MallsFigure 4.4.4: Istana Pl
Page 487 and 488: Leased MallsOn the completion of th
Page 489 and 490: Leased MallsThe target market for M
Page 491 and 492: Leased MallsThe current Hypermart e
Page 493 and 494: Leased MallsFigure 4.6.2 Gajah Mada
Page 495 and 496: Leased Malls• Of all the malls in
Page 497 and 498: Leased Mallshypermart. The centre a
Page 501 and 502: Leased MallsTable 4.6.7: Rental pos
Page 503 and 504: Leased Malls4.7.3 Tenant mixThe cur
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Leased Mallsprimarily the city of B
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Leased MallsTable 4.7.5: Main compe
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Retail Spaces Malls5. RETAIL SPACES
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Retail Spaces MallsIn addition, loc
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Retail Spaces MallsThe store target
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Retail Spaces MallsTable 5.3.1: Cen
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Retail Spaces MallsFigure 5.3.3: Gr
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Retail Spaces MallsThis relatively
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Retail Spaces MallsStrata title sho
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Retail Spaces MallsMadiun are locat
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Retail Spaces MallsFigure 5.6.3 Pla
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Retail Spaces MallsThe centre has t
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Appendix GTERMS, CONDITIONS AND PRO
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Appendix G(15) The Manager reserves
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Appendix GAdditional Terms and Cond
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Appendix G(10) By completing and de
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Appendix GAdditional Terms and Cond
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Appendix GWhere your Electronic App
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Appendix GApplication to the Manage
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Appendix GTerms and Conditions for
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Appendix HLIST OF PRESENT AND PAST
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Appendix H(6) Mr Tan Boon LeongCurr
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Appendix HCurrent DirectorshipsMapl
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Appendix HCurrent DirectorshipsMapl
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LIPPO-MAPLETREE INDONESIA RETAIL TR
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