Circular - Lippo Malls Indonesia Retail Trust - Investor Relations

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11. DIRECTORS’ RESPONSIBILITY STATEMENTThe Directors collectively and individually accept full responsibility for the accuracy of theinformation given in this Circular and confirm after making all reasonable enquiries that, tothe best of their knowledge and belief, this Circular constitutes full and true disclosure of allmaterial facts about the Transactions, LMIR Trust and its subsidiaries, and the Directors arenot aware of any facts the omission of which would make any statement in this Circularmisleading. Where information in the Circular has been extracted from published orotherwise publicly available sources or obtained from a named source, the sole responsibilityof the Directors has been to ensure that such information has been accurately and correctlyextracted from such sources and/or reproduced in this Circular in its proper form and context.12. CONSENTSEach of the IFA (being KPMG Corporate Finance Pte Ltd) and the Independent Valuers(being KJPP WR and KJPP RHP) has given and has not withdrawn its written consent to theissue of this Circular with the inclusion of its name and, respectively, the IFA Letter, theSummary Valuation Report from KJPP WR and the Summary Valuation Report from KJPPRHP, and all references thereto, in the form and context in which they are included in thisCircular.13. DOCUMENTS FOR INSPECTIONCopies of the following documents are available for inspection during normal business hoursat the registered office of the Manager at 50 Collyer Quay, #06-07 OUE Bayfront, Singapore049321 1 from the date of this Circular up to and including the date falling three months afterthe date of this Circular:(i)(ii)(iii)(iv)(v)(vi)the Requis SPA (which contains the form of the Pejaten Village Deed of Indemnity);the Sagacity SPA (which contains the form of the Binjai Supermall Deed of Indemnity);the Pejaten Village CSPAs;the Binjai Supermall CSPA;the full valuation report on Pejaten Village by KJPP WR;the full valuation report on Pejaten Village by KJPP RHP;(vii) the full valuation report on Binjai Supermall by KJPP WR;(viii) the full valuation report on Binjai Supermall by KJPP RHP;(ix)(x)the 6M2012 Unaudited Financial Statements; andthe IFA Letter.The Trust Deed will also be available for inspection at the registered office of the Managerfor so long as LMIR Trust is in existence.Yours faithfullyLMIRT MANAGEMENT LTD.(as manager of Lippo Malls Indonesia Retail Trust)Company Registration No. 200707703MMr Albert Saychuan CheokChairman & Independent Non-Executive Director1 Prior appointment with the Manager will be appreciated.38
IMPORTANT NOTICEThe value of Units and the income derived from them may fall as well as rise. Units are notobligations of, deposits in, or guaranteed by, the Manager or any of its affiliates. An investment inUnits is subject to investment risks, including the possible loss of the principal amount invested.Investors have no right to request the Manager to redeem their Units while the Units are listed. Itis intended that Unitholders may only deal in their Units through trading on the SGX-ST. Listingof the Units on the SGX-ST does not guarantee a liquid market for the Units.The past performance of LMIR Trust is not necessarily indicative of the future performance ofLMIR Trust.This Circular may contain forward-looking statements that involve risks and uncertainties. Actualfuture performance, outcomes and results may differ materially from those expressed inforward-looking statements as a result of a number of risks, uncertainties and assumptions.Representative examples of these factors include (without limitation) general industry andeconomic conditions, interest rate trends, cost of capital and capital availability, competition fromsimilar developments, shifts in expected levels of property rental income, changes in operatingexpenses (including employee wages, benefits and training costs), property expenses andgovernmental and public policy changes. You are cautioned not to place undue reliance on theseforward-looking statements, which are based on the Manager’s current view of future events.If you have sold or transferred all your Units, you should immediately forward this Circular,together with the Notice of EGM and the accompanying Proxy Form, to the purchaser ortransferee or to the bank, stockbroker or other agent through whom the sale or transfer waseffected for onward transmission to the purchaser or transferee.This Circular is not for distribution, directly or indirectly, in or into the U.S. It is not an offer ofsecurities for sale into the U.S.39
Page 1 and 2: CIRCULAR DATED 26 NOVEMBER 2012THIS
Page 3: TABLE OF CONTENTSPageCORPORATE INFO
Page 7 and 8: SUMMARYThe following summary is qua
Page 9 and 10: Key Benefits of the Proposed Acquis
Page 11 and 12: METHOD OF FINANCINGThe Manager inte
Page 13 and 14: RESOLUTION 2: PROPOSED ACQUISITION
Page 15 and 16: INDICATIVE TIMETABLEThe timetable f
Page 17 and 18: and are in line with the Manager’
Page 19 and 20: KJPP WR and KJPP RHP were appointed
Page 21 and 22: Acquisition is an Interested Party
Page 23 and 24: The Trustee had, on 23 October 2012
Page 25 and 26: (vi)the lease agreement made by and
Page 27 and 28: Based on the Manager’s experience
Page 29 and 30: (iii)The relative figures for each
Page 31 and 32: Therefore, each of the Pejaten Vill
Page 33 and 34: 4.6. Interests of Directors and Sub
Page 35 and 36: The reduction in the absolute amoun
Page 37 and 38: 5.2. Six months ended 30 June 2012P
Page 39 and 40: The maximum possible increase in th
Page 41 and 42: (v)(vi)LMIR Trust appoints an indep
Page 43: 7.3. On the Whitewash ResolutionThe
Page 47 and 48: (viii) other investments not covere
Page 49 and 50: EGM : The extraordinary general mee
Page 51 and 52: Mandatory Offer : A general offer m
Page 53 and 54: Sea Pejaten : Sea Pejaten Pte. Ltd.
Page 55 and 56: APPENDIX AINDEPENDENT FINANCIAL ADV
Page 57 and 58: The Manager intends to finance the
Page 59 and 60: “6.3. Rationale for the Whitewash
Page 61 and 62: We have relied upon the representat
Page 63 and 64: 2.1.2. Opportunity to Enhance the E
Page 65 and 66: The Valuation Reports assess: the m
Page 67 and 68: Based on the financial year ended 3
Page 69 and 70: Six months ended 30 June 2012Pro-fo
Page 71 and 72: Selected comparable companies in So
Page 73 and 74: (i)(ii)all and any losses which the
Page 75 and 76: AnnouncementDateCompletionDateREITP
Page 77 and 78: The Independent Directors should no
Page 79 and 80: APPENDIX BINFORMATION ABOUT THE ENL
Page 81 and 82: The table below sets out a summary
Page 83 and 84: Gross revenue for 6M2012 Rp.23.6 bi
Page 85 and 86: 2.3 Tamini Square2.3.1 Description
Page 87 and 88: Occupancy rate (as at 30September 2
Page 89 and 90: The mall has a good tenancy mix whi
Page 91 and 92: (5) Ekalokasari PlazaEkalokasari Pl
Page 93 and 94: (10) Plaza Medan FairPlaza Medan Fa
Page 95 and 96:
Malang Town Square, in which Malang
Page 97 and 98:
3.3 Major Usage Mix for the Septemb
Page 99 and 100:
Usage Mix (by Rental Income for the
Page 101 and 102:
APPENDIX CTAX CONSIDERATIONSThe fol
Page 103 and 104:
APPENDIX DSUMMARY VALUATION REPORTS
Page 105 and 106:
To : HSBC Institutional Trust Servi
Page 107 and 108:
forecasts of income, expenses and c
Page 109 and 110:
D-7
Page 111 and 112:
To : HSBC Institutional Trust Servi
Page 113 and 114:
forecasts of income, expenses and c
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APPENDIX EEXISTING INTERESTED PERSO
Page 117 and 118:
APPENDIX FRELATED TENANCY AGREEMENT
Page 119 and 120:
NOTICE OF EXTRAORDINARY GENERAL MEE
Page 121 and 122:
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Circular - Lippo Malls Indonesia Retail Trust - Investor Relations

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