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FRASERS HOSPITALITY TRUST ANNUAL REPORT 2015
2 The Trust Company (PTAL) Limited (“Sub-Trustee”), in its capacity as trustee of FHT Sydney Trust 3, entered into a 75-year agreement (“75-year Lease
Agreement”) with Frasers Sydney Wentworth Trust, to acquire a 75-year leasehold interest in Sofitel Sydney Wentworth. In connection with this
acquisition, FHT Sydney Trust 3 has also entered into a sale and purchase agreement (“FF&E Agreement”) with Frasers Sydney Wentworth Trust under
which it acquired the furniture, furnishings & equipment relating to Sofitel Sydney Wentworth. The aggregate consideration paid under the 75-year
Lease Agreement and the FF&E Agreement amounted to AUD224 million (approximately SGD233 million).
3 In connection with the IPO of FHT, the Trust Company (Asia) Limited (“REIT Trustee”) in its capacity as trustee of FH-REIT, and its subsidiaries
entered into various agreements with related companies of the REIT Manager to acquire the investment properties comprising FHT’s initial portfolio
(the “Initial Portfolio Properties”). The acquisition of the Initial Portfolio Properties, with each acquisition constituting an “interested person/party
transaction” are deemed to have been specifically approved by Stapled Securityholders upon purchase of the Stapled Securities of FHT’s IPO. (See
pages 342 and 343 of FHT’s Prospectus dated 30 June 2014).
4 A master lease agreement was entered into between the REIT Trustee, in its capacity as trustee of FH-REIT, and BCH Hotel Investments Pte. Ltd.,
pursuant to which FH-REIT granted a master lease to BCH Hotel Investments Pte. Ltd. in respect of InterContinental Singapore for an initial period
of 20 years from 14 July 2014 with an option exercisable by the master lessee to obtain an additional lease for a further 20 years on the same terms
and conditions (save for amendments required due to any change in law).
5 A master lease agreement was entered into between the REIT Trustee, in its capacity as trustee of FH-REIT, and River Valley Apartments Pte. Ltd.,
pursuant to which FH-REIT granted a master lease to River Valley Apartments Pte. Ltd. in respect of Fraser Suites Singapore for an initial period of 20
years from 14 July 2014 with an option exercisable by the master lessee to obtain an additional lease for a further 20 years on the same terms and
conditions (save for amendments required due to any change in law).
6 A master lease agreement was entered into between FHT London 1 Limited and FHT Scotland 2 Limited and Fairdace Limited, pursuant to which
master leases were granted to Fairdace Limited in respect of Fraser Place Canary Wharf and Fraser Suites Glasgow respectively for an initial period
of twenty years from 14 July 2014 with an option exercisable by the master lessee to obtain an additional lease for a further 20 years on the same
terms and conditions (save for amendments required due to any change in law).
7 A master lease agreement was entered into between FHT London 2 Limited and 39QGG Management Limited, pursuant to which a master lease
was granted to 39QGG Management Limited in respect of Fraser Suites Queens Gate for an initial period of 20 years from 14 July 2014 with an
option exercisable by the master lessee to obtain an additional lease for a further 20 years on the same terms and conditions (save for amendments
required due to any change in law).
8 A master lease agreement was entered into between FHT London 3 Limited and FHT London 4 Limited with P I Hotel Management Limited, pursuant
to which master leases were granted to P I Hotel Management Limited in respect of Park International London and Best Western Cromwell London
respectively for an initial period of 10 years from 14 July 2014 with an option exercisable by the master lessee to obtain an additional lease for a
further 10 years on the same terms and conditions and including an option to renew for a further two successive 10-year terms.
9 A master lease agreement was entered into between FHT Scotland 1 Limited and Frasers (St Giles Street) Management Limited, pursuant to which a
master lease was granted to Frasers (St Giles Street) Management Limited in respect of Fraser Suites Edinburgh for an initial period of 20 years from
14 July 2014 with an option exercisable by the master lessee to obtain an additional lease for a further 20 years on the same terms and conditions
(save for amendments required due to any change in law).
10 A master lease agreement was entered into between The Trust Company (PTAL) Limited (“Sub-Trustee”), in its capacity as trustee of FHT Sydney Trust
1, and Frasers Town Hall Residences Operations Pty Ltd, pursuant to which a master lease was granted to Frasers Town Hall Residences Operations
Pty Ltd in respect of Fraser Suites Sydney for an period of 20 years from 14 July 2014 with an option exercisable by the master lessee to obtain an
additional lease for a further 20 years on the same terms and conditions (save for amendments required due to any change in law).
11 A master lease agreement was entered into between the Sub-Trustee, in its capacity as trustee of FHT Sydney Trust 2, and Golden Shower
Development (PTC) Limited ATF Viewgrand Trust C, pursuant to which a master lease was granted to Golden Shower Development (PTC) Limited
ATF Viewgrand Trust C in respect of Novotel Rockford Darling Harbour for an initial period of 20 years from 14 July 2014 with an option exercisable
by the master lessee to obtain an additional lease for a further 20 years on the same terms and conditions (save for amendments required due to
any change in law). On 1 April 2015, the master lease agreement was novated, with Frasers Sydney ML Hotel Pty Ltd taking over as the master lessee.
Frasers Sydney ML Hotel Pty Ltd is a wholly owned subsidiary of the Sponsor.
12 A tenancy agreement was entered into between Notable Vision Sdn Bhd and JBB Hotels Sdn Bhd, pursuant to which a tenancy was granted to JBB
Hotels Sdn Bhd in respect of The Westin Kuala Lumpur for an initial period of 3 years from 14 July 2014 with two options exercisable by the tenant
to renew the tenancy for a further 3 years each on the same terms and conditions (save for amendments required due to any change in law).
13 The REIT Trustee in its capacity as trustee of FH-REIT, and FHT Japan Pte Ltd, a subsidiary of FH-REIT, entered into share purchase agreements to
acquire the issued share capital of Excellence Prosperity TMK and Excellence Prosperity Japan KK on 14 July 2014 respectively from Excellence
Prosperity (Singapore) Pte Ltd for a combined consideration of JPY 7.7 billion.
14 A master lease agreement was entered into between Kobe Excellence TMK (through its Trustee) and K.K. Shinkobe Holding, pursuant to which a
master lease was granted to K.K. Shinkobe Holding in respect of the hotel component of ANA Crowne Plaza Kobe for a fixed period of 10 years from
14 July 2014. A retail master lease agreement was entered into between Kobe Excellence TMK (through its Trustee) and Y.K. Toranomon Properties in
respect of the retail component of ANA Crowne Plaza Kobe for a perpetual lease term from 14 July 2014. Under the retail master lease agreement,
the rental income would cover the costs incurred by Kobe Excellence TMK arising from legal ownership, whereas the retail master lessee assumes
the economic benefits or losses attributable to the retail component.
15 A master lease agreement was entered into between the Sub-Trustee, in its capacity as trustee of FHT Sydney Trust 3, and Ananke Holdings Pty Ltd,
pursuant to which a master lease was granted to Ananke Holdings Pty Ltd in respect of Sofitel Sydney Wentworth for an period of 20 years from 7
July 2015 with an option exercisable by the master lessee to obtain an additional lease for a further 20 years on the same terms and conditions (save
for amendments required due to any change in law).
16 The master lease agreements and tenancy agreement referred to in Notes 4 to 14 above and the Payment Top-Up Deeds made between the REIT
Trustee and BCH Hotel Investment Pte. Ltd. and River Valley Apartments Pte. Ltd. respectively, which constitute “interested party transactions”, were
entered into in connection with the IPO of FHT and are deemed to have been specifically approved by Stapled Securityholders and are therefore not
subject to Rules 905 and 906 of the Listing Manual to the extent that there is no subsequent change to the rates and/or bases of the fees charged
thereunder which will adversely affect FH-REIT. (See pages 342 and 343 of FHT’s Prospectus dated 30 June 2014)
INTERESTED PERSON TRANSACTIONS
