TIDMBBOX

RNS Number : 5338Q

Tritax Big Box REIT plc

20 February 2019

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION (IN WHOLE OR IN PART), DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OR BREACH OF ANY APPLICABLE LAW OR TO US PERSONS (AS DEFINED IN REGULATION S UNDER THE US SECURITIES ACT OF 1933, AS AMENDED). PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION (EU NO. 596/2014). UPON PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATOTY SERVICE, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.

20 February 2019

TRITAX BIG BOX REIT PLC

(the "Company")

COMPLETION OF ACQUISITION AND ISSUE OF CONSIDERATION SHARES

The Board of Directors of Tritax Big Box REIT plc (ticker: BBOX) is pleased to announce that the Company has completed the acquisition of an 87 per cent. economic interest in db Symmetry (the "Acquisition") on the terms set out in the prospectus published on 25 January 2019 (the "Prospectus").

Under the terms of the Acquisition, the Company will issue 40,450,234 new Ordinary Shares (the "Consideration Shares") as part of the consideration due to the Vendors.

Application has been made for the Consideration Shares to be issued pursuant to the Acquisition to be admitted to the premium segment of the Official List and to trading on the London Stock Exchange's main market for listed securities. It is expected that admission of the Consideration Shares will become effective on 22 February 2019.

Immediately following admission of the Consideration Shares, the Company's issued share capital will consist of 1,706,974,948 Ordinary Shares with voting rights. This figure may be used by Shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.

Any capitalised terms used but not otherwise defined in this announcement have the meaning set out in the Prospectus.

For further information, please contact:

 
 Tritax Group                                via Maitland below 
  Colin Godfrey (Partner, Fund Manager) 
 
 Maitland (Communications Adviser)           Tel: 07747 113 930 
  James Benjamin                              tritax-maitland@maitland.co.uk 
 
 Jefferies International Limited (Sponsor,   Tel: 020 7029 8000 
  Joint Financial Adviser in relation 
  to the Issue and Sole Global Coordinator 
  and Bookrunner) 
  Gary Gould 
  Stuart Klein 
 
 Akur Limited (Joint Financial Adviser       Tel: 020 7493 3631 
  in relation to the Issue) 
  Anthony Richardson 
  Tom Frost 
  Siobhan Sergeant 
 
 Lazard & Co., Limited (Financial Adviser    Tel: 020 7187 2000 
  in relation to the Acquisition) 
  Patrick Long 
  Vasco Litchfield 
  Jolyon Coates 
 
 

The Company's LEI is: 213800L6X88MIYPVR714

IMPORTANT NOTICE

This announcement is not for publication or distribution, directly or indirectly, in or into the United States (including its territories and possessions, any state of the United States and the District of Columbia), Australia, Canada, the Republic of South Africa, New Zealand or Japan or to US persons (as defined in Regulation S under the US Securities Act of 1933, as amended (the "Securities Act")). The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

In member states of the European Economic Area ("EEA"), this announcement is only addressed to and directed at persons who are "qualified investors" within the meaning of Article 2(1)(e) of the Prospectus Directive (Directive 2003/71/EC (and amendments thereto, including Directive 2010/73/EU, to the extent implemented in the Relevant Member State) and includes any relevant implementing measure in each Relevant Member State).

This announcement does not contain or constitute an offer for sale of, or the solicitation of an offer or an invitation to buy or subscribe for, New Ordinary Shares to any person in the United States, Australia, Canada, the Republic of South Africa, New Zealand or Japan or in any jurisdiction to whom or in which such offer or solicitation is unlawful.

The Company has not been and will not be registered under the US Investment Company Act of 1940, as amended (the "Investment Company Act"). In addition, the New Ordinary Shares have not been and will not be registered under the Securities Act or under the securities laws of any state or other jurisdiction of the United States and may not be offered or sold in the United States or to or for the account or benefit of US persons (as defined in Regulation S under the Securities Act) absent registration or an exemption from the registration requirements of the Securities Act and in compliance with any applicable state securities laws and in circumstances that will not require registration of the Company under the Investment Company Act.

Jefferies is authorised and regulated by the Financial Conduct Authority. Akur is authorised and regulated by the Financial Conduct Authority. Each of Jefferies and Akur is acting exclusively for the Company and no-one else in connection with the Placing and Open Offer and Admission. They will not regard any other person as their respective clients in relation to the subject matter of this announcement and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients, nor for providing advice in relation to the contents of this announcement or any transaction, arrangement or other matter referred to herein.

Lazard, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting exclusively as financial adviser to the Company and no one else in connection with the Acquisition and will not be responsible to anyone other than the Company for providing the protections afforded to clients of Lazard & Co., Limited nor for providing advice in relation to the Acquisition or any other matters referred to herein.

None of the Company, the Manager, Jefferies, Akur, Lazard and any of their respective affiliates accepts any responsibility or liability whatsoever for/or makes any representation or warranty, express or implied, as to this announcement, including the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to the Company, its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of the announcement or its contents or otherwise arising in connection therewith. The Company, the Manager, Jefferies, Akur, Lazard and their respective affiliates accordingly disclaim all and any liability whether arising in tort, contract or otherwise which they might otherwise have in respect of this announcement or its contents or otherwise arising in connection therewith.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

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(END) Dow Jones Newswires

February 20, 2019 02:00 ET (07:00 GMT)

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