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Tritax Explores London IPO for new Continental European Logistics Investment Trust

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR PUBLIC 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.

24 May 2018

Tritax, the investment manager of Tritax Big Box REIT plc (ticker: BBOX), is exploring the launch of a new UK investment trust focused on investing in the Continental European logistics market through an Initial Public Offering on the London Stock Exchange.

The new investment trust, Tritax EuroBox plc (“Tritax EuroBox”), will seek to capitalise on Tritax’s extensive logistics experience and long-established network of key occupier, owner, developer and agency relationships. Tritax EuroBox will be externally managed by Tritax with a core fund management team distinct from Tritax Big Box REIT plc and a separate board of independent non- executive directors.

Occupier demand for Continental European logistics is in the midst of a major long-term structural increase driven by the growth of e-commerce, technological advancements and the drive for supply- chain optimisation, set against a backdrop of resurgent economic growth across much of Continental Europe.

Tritax EuroBox will seek to build a well-diversified portfolio of European logistics assets which fulfil key roles in the logistics and distribution supply chain focused on the most established logistics markets and on the major population centres and logistics terminals across core Continental European countries.

Tritax has identified a pipeline of high quality, large scale logistics assets leased to institutional grade tenants with income underpinned by lease agreements incorporating indexation provisions. Tritax is in advanced negotiations with respect to in excess of €600 million of potential investments out of a wider €1.8 billion pipeline sourced predominately off-market and all from existing relationships, focused on standing assets and pre-let forward funded developments.

Tritax has assembled a full-service European logistics asset management capability including specialist “on the ground” asset and property managers with strong market standings in the Continental European logistics sector.

Nick Preston, Fund Manager of Tritax EuroBox, commented:
“The rise of online retailing in Europe is one of the most significant drivers of occupier demand for logistics space. Online retail sales across Europe are expected to rise 94% from 2016 to 2021, a dynamic which closely resembles how online retail penetration has transformed the UK logistics market in recent years.

Rising demand for modern logistics assets coupled with significant supply shortages in key European markets provides a strong foundation for rental growth. Tritax EuroBox will seek to capitalise on Tritax’s specialist knowledge, strong relationships and local insight to secure high quality logistics assets on a largely off-market basis.”

Jefferies International Limited (“Jefferies”) and Kempen & Co N.V. (“Kempen”) have been appointed as joint financial advisers and joint bookrunners in connection with the proposed launch.

For further information, please contact:

Newgate Communications (PR Adviser to Tritax)
James Benjamin
Anna Geffert
Patrick Hanrahan
Leena Patel

Tel: +44 (0) 20 7680 6550
Email: tritax@newgatecomms.com

About Tritax
Tritax is a leading real estate fund management house founded in 1995 with a focus on originating and managing commercial property investments. During the last 23 years Tritax has acquired and developed c.£4.6 billion of property assets across multiple sectors (c.3.5m sq. m. of commercial property assets).

Tritax has a particular specialisation in the acquisition and management of logistics property portfolios, most notably through Tritax Big Box REIT plc, a UK real estate investment trust launched in December 2013 with a current market capitalisation of c.£2.2 billion. The Tritax team is able to access off-market transactions in the logistics real estate sector through an extensive and established network across the UK and Continental Europe.

Tritax is headquartered in London with over 30 professionals. It is authorised and regulated by the FCA.

Further information on Tritax and Tritax Big Box REIT plc is available at www.tritax.co.uk and www.tritaxbigbox.co.uk

Forward Looking Statements
This announcement (the “Announcement”) contains “forward looking” statements. These forward looking statements involve known and unknown risks and uncertainties, many of which are beyond Tritax’s control and all of which are based on Tritax’s current beliefs and expectations about future events. These forward-looking statements may be identified by the use of forward looking terminology, including the terms “believes”, “estimates”, “anticipates”, “projects”, “expects”, “intends”, “aims”, “plans”, “predicts”, “may”, “will”, “seeks” or “should” or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. These forward looking statements include all matters that are not historical facts. They appear in a number of places throughout this Announcement and include statements regarding the intentions, beliefs or current expectations of Tritax concerning, among other things, the prospects, strategies and the market in which it is expected that Tritax EuroBox will operate.

These forward looking statements and other statements contained in this Announcement regarding matters that are not historical facts are only predictions. No assurance can be given that such future results will be achieved; actual events or results may differ materially as a result of risks and uncertainties facing Tritax EuroBox. Such risks and uncertainties could cause actual results to vary materially from the future results indicated, expressed or implied in such forward looking statements. In addition, even if the strategies and the development of the markets in which it is expected Tritax EuroBox will operate is consistent with the forward looking statements contained in this Announcement, those strategies or developments may not be indicative of results or developments in subsequent periods. A number of factors could cause results and developments to differ materially from those expressed or implied by the forward looking statements including, without limitation, general economic and business conditions, industry trends, competition, changes in regulation and currency fluctuations. Forward looking statements may, and often do, differ materially from actual results. Any forward looking statements in this Announcement reflect Tritax’s current view with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to Tritax EuroBox’s strategy and expectations. The forward looking statements contained in this Announcement speak only as of the date of this Announcement. New factors will emerge in the future, and it is not possible for Tritax to predict which factors they will be. In addition, Tritax cannot assess the impact of each factor on its business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those described in any forward looking statements. Tritax disclaims any obligation or undertaking to release publicly any updates or revisions to any forward looking statements contained in this Announcement to reflect any change in its expectations or any change in the events, conditions or circumstances on which such statements are based unless required to do so by applicable law or regulation.

Each of Jefferies and Kempen, and their respective affiliates, expressly disclaims any obligation or undertaking to update, review or revise any forward looking statements contained in this Announcement whether as a result of new information, future developments or otherwise.

Important Notice
The contents of this Announcement, which has been prepared by and is the sole responsibility of Tritax, have been approved by Jefferies solely for the purposes of section 21(2)(b) of the Financial Services and Markets Act 2000 (as amended) (“FSMA”).

This Announcement is not for release, 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, collectively, the “United States”), Australia, Canada, the Republic of South Africa (“South Africa”), New Zealand, Japan or any other jurisdiction where such distribution is unlawful, or to US persons, as defined in Regulation S (“Regulation S”) under the US Securities Act of 1933, as amended (the “US 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.

This Announcement is not an offer of securities for sale in the United States. The securities referred to herein have not been and will not be registered under the US 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) absent registration except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the US Securities Act and in accordance with any applicable securities laws of any state or other jurisdiction of the United States and under circumstances that will not require Tritax EuroBox to register as an investment company under the US Investment Company Act of 1940, as amended (the “US Investment Company Act”). Tritax EuroBox will not be registered under the US Investment Company Act. There will be no public offering of any securities referred to herein in the United States.

This Announcement is for information purposes only and does not contain or constitute an offer for sale of, or the solicitation of an offer or an invitation to buy or subscribe for, securities to any person in the Australia, Canada, South Africa, New Zealand or Japan or in any other jurisdiction.

This Announcement is an advertisement and not a prospectus. Investors should not subscribe for or purchase any transferable securities referred to in this Announcement except on the basis of information in the prospectus intended to be published by Tritax EuroBox in due course in connection with the proposed initial public offering (the “IPO”) (the “Prospectus”).

This Announcement is directed only at: (a) persons in member states of the European Economic Area, other than the United Kingdom, who are qualified investors within the meaning of article 2(1)(e) of EU Directive 2003/71/EC and amendments thereto (the “Prospectus Directive”) (“Qualified Investors”) and (b) if in the United Kingdom, persons who are “qualified investors” as defined in section 86 of FSMA and (c) otherwise, to persons to whom it may otherwise be lawful to communicate it (all such persons together being referenced to as “relevant persons”). Any investment in connection with the matters referred to in this Announcement will only be available to, and will only be engaged with, relevant persons. Any person who is not a relevant person should not act or rely on this Announcement or any of its contents.

Any purchase of securities of Tritax EuroBox should be made solely on the basis of the information contained in the final Prospectus intended to be issued in connection with the IPO. Before purchasing any securities of Tritax EuroBox, persons viewing this Announcement should ensure that they understand and accept fully the risks which will be set out in the Prospectus when published. The information in this Announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this Announcement or its accuracy or completeness. This Announcement does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for any securities of Tritax EuroBox or any other securities nor shall it (or any part of it) or the fact of its distribution, form the basis of, or be relied on in connection with, any contract therefor.

This Announcement does not constitute a recommendation concerning the IPO. The price and value of securities and any income from them can go down as well as up. Past performance is not a guide to future performance. Before purchasing any securities of Tritax EuroBox, persons viewing this Announcement should ensure that they fully understand and accept the risks that will be set out in the Prospectus, if and when published. Information in this Announcement or any of the documents relating to the IPO cannot be relied upon as a guide to future performance. There is no guarantee that the IPO will occur and you should not base your financial decisions on Tritax’s intentions in relation to the IPO at this stage. Potential investors should consult a professional adviser as to the suitability of the IPO for the entity concerned.

Jefferies, which is authorised and regulated in the United Kingdom by the UK Financial Conduct Authority, and Kempen, which is authorised and regulated by the Netherlands Authority for Financial Markets, are acting exclusively for Tritax and no one else in connection with this Announcement or any future transaction in connection with it. Neither Jefferies nor Kempen is acting as adviser to any recipient of this Announcement or will be responsible to any recipient of the Announcement for providing the protections afforded to clients of any of them or for providing advice in connection with this Announcement or matters referred to herein.

This Announcement is being issued by and is the responsibility of Tritax. Neither Jefferies, Kempen nor 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), 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. Jefferies, Kempen 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, accuracy, fairness, verification, completeness or otherwise arising in connection therewith.


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