MREIT Inc., the real estate investment trust backed by billionaire Andrew Tan’s Megaworld Corp., plans to acquire ₱25 billion worth of commercial assets in a deal that will transform the firm from a pure-office landlord into a diversified property trust.

The company signed a memorandum of understanding to acquire 12 properties—spanning malls, offices, and a hotel—from Megaworld and its affiliates, according to a disclosure to the Philippine Stock Exchange.

The transaction involves assets with a combined gross leasable area of approximately 303,500 square meters, the largest single acquisition in MREIT’s history.

To fund the transaction, dubbed “Wave 5,” MREIT’s board has endorsed the issuance of up to 1.8 billion primary common shares for property-for-share swaps. At the current market price of about ₱16.80 per share, the equity issuance is valued at nearly ₱25 billion and will account for 27.6 percent of MREIT’s expanded capital.

The share swap will reduce MREIT’s public float to 26.7 percent of its post-infusion capital of 6.52 billion shares from the current 36.9 percent of 4.72 billion outstanding shares.

The injection will expand MREIT’s total portfolio by 47 percent to approximately 950,000 square meters of gross leasable area, putting the company ahead of its previous target to hit the one million-square-meter milestone by 2027.

It also shifts MREIT’s asset mix from more than 95 percent office space to a portfolio comprising 77 percent office, 20 percent retail, and three percent hospitality.

“Wave 5 is the biggest step in MREIT's growth journey since our IPO,” MREIT Chairman Kevin L. Tan said in the statement. “This transaction transforms MREIT from an office REIT into a diversified REIT, anchored by some of the most iconic mall and lifestyle assets in the country.”

The pipeline is structured to be immediately accretive to dividends per share upon completion, matching the outcome of its previous “Wave 4” injection, MREIT Chief Executive Officer Jose Arnulfo C. Batac said.

The incoming portfolio has a combined occupancy rate of about 92 percent and carries a weighted average lease expiry of 5.8 years, nearly doubling MREIT’s current portfolio metric of 3.1 years. This is expected to extend income visibility and reinforce the stability of distributable income for shareholders, the company said.

The assets will be acquired from Megaworld, sister company Travellers International Hotel Group Inc., and Southwoods Mall Inc. The properties include five lifestyle malls such as Eastwood Mall in Quezon City and Venice Mall in Taguig, six Grade A office buildings, and the 26,500-square-meter Holiday Inn Express Manila in Newport City—MREIT’s first internationally branded hotel asset.

The deal expands MREIT's geographic footprint from five townships to nine, adding a presence in ArcoVia City, Lucky Chinatown, Newport City, and Southwoods City. The transaction remains subject to due diligence, final valuation, and regulatory approvals.