Mindspace Business Parks REIT (MINDSPACE) M&A Announcement summary

Deal rationale and strategic fit

• Acquisition of three prime, completed CBD office assets in Mumbai and Pune aligns with the strategy to expand in high-demand, irreplaceable locations and India's most dynamic urban markets, enhancing the front office portfolio and presence in key business districts.

• Assets are premium, fully or highly leased, with strong anchor tenants including major Wall Street banks, supporting resilient income streams and portfolio stability.

• The deal aims to capitalize on market momentum, limited supply, and rental growth in Worli, BKC Annex, and Kalyani Nagar.

• Builds on a disciplined, value-accretive growth strategy with a focus on high-quality, income-generating assets.

Financial terms and conditions

• Total acquisition value is INR 29.2 billion, representing a 6.1% discount to independent valuations; gross asset value of acquired assets is ~INR 31.1 billion.

• Preferential issue of units aggregating to INR 18.2 billion, subject to unitholder and regulatory approvals.

• Share purchase consideration: Pramaan Properties (Ascent-Worli and Pune Office) INR 14,341 million; The Square Avenue 98 INR 3,863 million.

• Pro forma FY 2026 impact: up to 9% NOI growth and 1.7% DPU accretion; post-acquisition LTV remains conservative at 24.7%.

• Net debt and other adjustments are factored into the final consideration.

Synergies and expected cost savings

• Mark-to-market opportunities expected, especially in BKC Annexe and Worli, with current rents below market rates and potential for significant uplift on renewal.

• Value-add potential through area expansion and efficiency adjustments, particularly in Square Avenue 98.

• Front-office portfolio value contribution increases to ~7.9%, enhancing income stability.