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

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Retail Spaces MallsAs at the 2000 National Census, East Java Province had a population of nearly 35 million people, thesecond largest population of all Indonesian provinces after West Java.Malang Town Square is the largest modern shopping centre in the greater metropolitan area, and islocated at Jl. Veteran No. 2. The centre opened for trade in 2005 and has quickly established itself as amajor shopping destination for residents of Malang and from nearby cities and towns. It has also reducedthe need for middle and middle-upper income residents of Malang to travel to Surabaya for higher qualityretail goods.Figure 5.2.1: Malang Town SquareSource: Jones Lang LaSalle5.2.2 DescriptionCommencing operation in 2005, Malang Town Square comprises some 24,740 sq.m of NLA. The centre islocated approximately 3 kilometres northwest of the centre of Malang.The subject strata units are currently occupied by Hypermart, Matahari Department Store and Timezone.Other major stores represented at Malang Town Square include a bookstore (Gramedia) and cinemas.Table 5.2.1 Relevant information, Malang Town SquareCentre nameMalang Town SquareYear Completed . . . . . . . . . . . . . . . . . 2005NLA (sq.m.) . . . . . . . . . . . . . . . . . . . . 24,740Car Park Spaces . . . . . . . . . . . . . . . . 544Motor Cycle Spaces. . . . . . . . . . . . . . 720Strata Unit Area (sq.m.) . . . . . . . . . . 11,065*Major Tenants in the Centre . . . . . . Hypermart, Matahari Department Store, Gramedia, Timezone,Cinemas, EntertainmentSource: Jones Lang LaSalle Research and Consulting* Note: The total area is based on Kiosks Sale and Purchase Binding Agreements and may not be thesame as reflected on the Strata Title Ownership Certificates that are currently being processed.There is a relatively high concentration of fashion retailers in Malang Town Square, particularly aimed atthe youth segment.The centre targets the middle to middle-upper income segment, being located near prime residential areasof Malang. During the week, the centre is popular with the youth segment due to the proximity of nearbymajor educational establishments. On weekends, the centre attracts a large number of young families.Matahari Department StoreThe Matahari Department Store is one of two Matahari stores in Malang. It is relatively small atapproximately 3,079 sq.m and is not considered a full-line department store, with its range limited tofashion, beauty and accessories.F-110
Retail Spaces MallsThe store targets the middle to middle-upper income segment. Competing department stores are primarilytargeting the middle-lower income segment and located in the Malang CBD. These stores includeRamayana, Sarinah, Mitra and Ratu.HypermartHypermart is the only hypermarket in Malang. As such, the store enjoys a very strong market position,illustrated by it being the third best performing Hypermart within Indonesia in terms of total revenue.5.2.3 Trade area analysisBased on discussions with the store manager of Matahari and Hypermart, the trade area for Malang TownSquare is considered to approximate the whole city of Malang. The centre is conveniently located along amajor road (Jl. Veteran No. 2), providing the centre with good access to the surrounding population base,which includes prime residential districts and a large student population.The location of Malang Town Square within the context of the City of Malang, together with the locations ofmajor competing centres, is illustrated in the map below.Figure 5.2.2: Malang Town Square trade areaLeased Malls1. Plaza Araya2. Plaza Dieng3. Gajah Mada4. Plaza MalangFuture Project5. Mal Olympic GardenDepartment Store6. Mitra II7. Mitra IMalang Town Square2573461Source: Jones Lang LaSalle Research and Consulting & Malang City Map (KPS)It is noted that a major competing centre, Mal Olympic Garden, is currently under construction. The stratatitled centre will be anchored by a Giant Hypermarket with potential for a department store, although this isnot yet confirmed. It is located approximately 2 kilometres from Malang Town Square.Between 2007 and 2011, the population of the PTA is forecast to growth by an average annual rate of 2.2%.Future demand for high quality retail centres and retail stores is likely to be driven by income growth,population growth and changing patterns in customer shopping away from traditional markets towardsmodern shopping complexes.The number of target market households in the PTA is estimated at around 147,300 households in 2007.The PTA is forecast to contain approximately 160,700 target households in 2011.F-111
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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
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Appendix FINDEPENDENT REPORT ON THE
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TABLE OF CONTENTSREPORT INSTRUCTION
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Report instructionsAbout Jones Lang
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Executive summaryIMPLICATIONS FOR R
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Overview of Indonesia and its Econo
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Retail Market OverviewTable 2.1.1 I
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Retail Market Overview2.3 Changing
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Retail Market Overviewretailers hav
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Retail Market OverviewCompletionyea
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Retail Market Overview2.7.5 Carrefo
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Retail Market OverviewIn view of th
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Overview of PortfolioAs the adminis
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Overview of PortfolioFigure 3.1.4:
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Overview of PortfolioFigure 3.2.2 B
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Overview of PortfolioFigure 3.2.4 S
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Overview of PortfolioFigure 3.2.6 M
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Overview of PortfolioFigure 3.3.1 L
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Overview of PortfolioMall WTC Matah
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Leased MallsFigure 4.1.1 Cibubur Ju
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Leased MallsTable 4.1.3 Major tenan
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Leased MallsTable 4.1.4 Cibubur Jun
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Leased Malls4.1.7 SWOT analysisTabl
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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 467 and 468: Leased Malls4.2.7 SWOT analysisTabl
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 499 and 500: Leased Malls4.6.7 SWOT analysisTabl
Page 501 and 502: Leased MallsTable 4.6.7: Rental pos
Page 503 and 504: Leased Malls4.7.3 Tenant mixThe cur
Page 505 and 506: Leased Mallsprimarily the city of B
Page 507 and 508: Leased MallsTable 4.7.5: Main compe
Page 509 and 510: Retail Spaces Malls5. RETAIL SPACES
Page 511: Retail Spaces MallsIn addition, loc
Page 515 and 516: Retail Spaces MallsTable 5.3.1: Cen
Page 517 and 518: Retail Spaces MallsFigure 5.3.3: Gr
Page 519 and 520: Retail Spaces MallsThis relatively
Page 521 and 522: Retail Spaces MallsStrata title sho
Page 523 and 524: Retail Spaces MallsMadiun are locat
Page 525 and 526: Retail Spaces MallsFigure 5.6.3 Pla
Page 527 and 528: Retail Spaces MallsThe centre has t
Page 529 and 530: Appendix GTERMS, CONDITIONS AND PRO
Page 531 and 532: Appendix G(15) The Manager reserves
Page 533 and 534: Appendix GAdditional Terms and Cond
Page 535 and 536: Appendix G(10) By completing and de
Page 537 and 538: Appendix GAdditional Terms and Cond
Page 539 and 540: Appendix GWhere your Electronic App
Page 541 and 542: Appendix GApplication to the Manage
Page 543 and 544: Appendix GTerms and Conditions for
Page 545 and 546: Appendix HLIST OF PRESENT AND PAST
Page 547 and 548: Appendix H(6) Mr Tan Boon LeongCurr
Page 549 and 550: Appendix HCurrent DirectorshipsMapl
Page 551 and 552: Appendix HCurrent DirectorshipsMapl
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Page 555 and 556: LIPPO-MAPLETREE INDONESIA RETAIL TR
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