11/6/2020
Message Center
To: anita.eldridge@srq-airport.com Received: 10/16/2020, 08:19 PM CT Product: 708901 Expires: 02/18/2021, 12:00 AM CT Subject: Principal U.S. Property Separate Account structure changes
……
We're pleased to provide you, as a Plan Fiduciary, some important information about upcoming changes to the Principal U.S. Property Separate Account ("Separate Account"), effective Jan. 4, 2021, or after receipt of all necessary regulatory approvals. It's important that you read this notice and these Frequently Asked Questions to understand the changes and determine whether your plan will remain invested in the Separate Account.
The following is a summary of the changes; more specific information can be found in these Frequently Asked Questions. Later in this notice, you'll be asked to approve or disapprove the proposed changes and, if you disapprove, redeem your Plan's interest in the Separate Account.
What's changing?
The proposed change to the Separate Account structure is the transfer of nearly all of the assets (properties, cash, and other investments) and liabilities of the Separate Account to the Principal U.S. Property Portfolio ("Portfolio"), a newly created real estate operating partnership.
While most assets will be transferred to the Portfolio, the Separate Account will retain some properties (the "Retained Assets"). The investment strategy of the Separate Account is unchanged and the Portfolio will be managed according to that same investment strategy and objective. What will change is how the Separate Account invests in properties. Instead of holding all properties in the Separate Account, the Separate Account will now hold an interest in the Portfolio, which will hold most of the properties, and hold a small number of properties directly as Retained Assets.
On the date of the transfer and for a period of at least six months, only the Separate Account will have an economic interest in the Portfolio. That means that for at least six months following the transfer, unitholders of the Separate Account will have the same ownership interest in the underlying assets of the Portfolio as they did in the Separate Account prior to the transfer. After six months, investors who are not eligible for the Separate Account may be able to invest in the Portfolio through a newly created investment option called the Principal U.S. Property Fund ("Fund").
Why change the structure?
The Separate Account is an Insurance company separate account maintained by Principal Life Insurance Company. Participation in separate accounts is only available to certain types of U.S. based retirement plans, including plans subject to ERISA. The property transfer, creation of the Portfolio and the Fund allow other investors, not currently eligible for the Separate Account, to invest together in the Portfolio and thus create the opportunity for a larger pool of assets held by the Portfolio.
We believe these changes may be favorable to unitholders of the Separate Account by potentially providing greater diversification, higher quality properties, and reduction in fixed cost - among others. Review these Frequently Asked Questions for additional potential benefits.
What do I need to do?
Please provide your affirmative approval or disapproval of the transaction by contacting your Principal® representative, no later than Dec. 15, 2020.
If you provide affirmative approval, your organization's plan will remain Invested in the Separate Account, subject to the changes described in this notice.
If you disapprove of the transaction, you must request a redemption of your Plan's units as described in your Plan's group annultv contract with Principal Life prior to Dec. 15, 2020.
Your redemption request may be subject to a withdrawal limitation until such time as the withdrawal limitation is lifted.
The Fund will not invest in the Portfolio until such time that any plans that do not approve the transaction have redeemed their units.
If you do not provide affirmative approval or disapproval prior to Dec. 15, 2020, you will remain invested in the Separate Account and will be deemed to have approved the Separate Account structure changes described in this notice.
1/2