Circular - Lippo Malls Indonesia Retail Trust - Investor Relations

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BOT Grantor : The owner of the BOT Land, who grants a BOT Grantee a rightto construct and operate a building on the BOT Land for aparticular period of time, pursuant to a BOT Agreement, and atthe end of the BOT period for the BOT Grantee to transfer theBOT Land and building to the BOT GrantorBOT Land : Land owned by the BOT Grantor under certain title of landsuch as the Right to Manage (Hak Pengelolaan)BOT Scheme : Build, operate and transfer schemeBridgewater : Bridgewater International Ltd.CDP : The Central Depository (Pte) LimitedCircular : This circular to Unitholders dated 26 November 2012Closing Price : The closing price of S$0.475 per Unit on the SGX-ST on theLatest Practicable DateCode : The Singapore Code on Take-overs and Mergers, asamended or modified from time to timeControlling Shareholder : Means a person who:(a)(b)holds directly or indirectly 15% or more of the totalnumber of issued shares excluding treasury shares inthe company; orin fact exercises control over a companyControlling Unitholder : Means a person who:(a)(b)holds directly or indirectly 15% or more of the nominalamount of all voting units in the property fund. The MASmay determine that such a person is not a controllingunitholder; orin fact exercises control over the property fundCurrent Leases : All current leases in respect of the September 2012 Portfolioand the Recent Properties as at 30 September 2012Deposited Property : All the assets of LMIR Trust, including the September 2012Portfolio, the Recent Properties and all the AuthorisedInvestments of LMIR Trust for the time being held or deemedto be held upon the trusts under the Trust DeedDirectors : The directors of the ManagerDPU : Distribution per Unit42
EGM : The extraordinary general meeting of Unitholders to be heldon 13 December 2012 at 2.00 p.m. at Mandarin OrchardSingapore, Mandarin Ballroom 1, Level 6, Main Tower,Singapore 238867, to approve the matters set out in theNotice of Extraordinary General Meeting on pages G-1 andG-2 of this CircularEMTN Programme : The S$750,000,000 Guaranteed Euro Medium Term NoteProgramme established by LMIRT Capital Pte. Ltd. (a whollyownedsubsidiary of LMIR Trust) as announced by theManager on 26 June 2012Enlarged Portfolio : The September 2012 Portfolio, the Recent Properties and theProposed PropertiesExisting InterestedPerson Transactions: Interested person transactions with the Sponsor andassociates of the Sponsor during the course of LMIR Trust’scurrent financial yearFinal Completion : The date on which the adjustment sum for the consolidatednet assets or net liabilities of PPP is paid for the PejatenVillage AcquisitionFY : Financial yearFY2011 : LMIR Trust’s financial year ending 31 December 2011FY2011 AuditedConsolidated FinancialStatements: LMIR Trust’s audited consolidated financial statements for thefinancial year ended 31 December 2011Gaillard : Gaillard Investment Pte. Ltd.GNU : Gading Nusa UtamaHGB : Hak Guna Bangunan / “Right to Build” land titleIFA : KPMG Corporate Finance Pte Ltd.IFA Letter : The letter from the IFA to the Independent Directors and theTrustee containing its advice in relation to the Pejaten VillageAcquisition, the Binjai Supermall Acquisition and theWhitewash ResolutionIllustrative RupiahExchange Rate: The illustrative rupiah exchange rate of S$1.00 to Rp.7,865.2on the Latest Practicable DateIndependent Directors : The independent directors of the Manager, being Mr AlbertSaychuan Cheok, Mr Lee Soo Hoon, Phillip and Mr Goh TiamLockIndependent Unitholders : Unitholders other than the Sponsor, parties acting in concertwith the Sponsor and parties which are not independent of theSponsorIndependent Valuers : KJPP WR and KJPP RHP43
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 and 44: 7.3. On the Whitewash ResolutionThe
Page 45 and 46: IMPORTANT NOTICEThe value of Units
Page 47: (viii) other investments not covere
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
Page 115 and 116:
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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