Tritax Big Box REIT plc
06 August 2026
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN, IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND OR THE REPUBLIC OF SOUTH AFRICA OR INTO ANY OTHER JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OR BREACH OF ANY APPLICABLE LAW OR REGULATION. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.
FURTHER, THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND IS NOT AN OFFER OF SECURITIES IN ANY JURISDICTION.
6 August 2026
TRITAX BIG BOX REIT PLC
Publication of Circular and Notice of General Meeting
Further to the announcement earlier today regarding the issue of New Ordinary Shares to raise gross proceeds of approximately £350 million, Tritax Big Box REIT plc (the "Company" and, together with its subsidiaries, the "Group") announces that a circular to shareholders (the "Circular") will be posted to shareholders today.
The Circular incorporates notice of the general meeting to be held at the Company's offices at 72 Broadwick Street, London, W1F 9QZ at 10.00 a.m. on 24 August 2026 (the "General Meeting").
The expected timetable of principal events is as follows:
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Publication and posting of the Circular and notice of General Meeting |
6 August 2026 |
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Latest time and date for receipt of forms of proxy, CREST proxy instructions and other electronic proxy or voting instructions for the General Meeting |
10.00 a.m. on 20 August 2026 |
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Voting record time |
6.30 p.m. on 20 August 2026 |
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General Meeting |
10.00 a.m. on 24 August 2026 |
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Announcement of the results of the General Meeting |
24 August 2026 |
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Admission and commencement of dealing in New Ordinary Shares |
8.00 a.m. on 26 August 2026 |
The times and dates set out in the expected timetable of principal events above may be subject to change and may be adjusted by the Company, in which event details of the new times and dates will be notified to the FCA and the London Stock Exchange, and where appropriate, to Shareholders.
The Circular, including the notice of the General Meeting, will shortly be made available on the Company's website at https://www.tritaxbigbox.co.uk/investors/shareholder-information/.
In accordance with UK Listing Rule 6.4.1R, a copy of the Circular has also been submitted to the National Storage Mechanism and will shortly be available at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
Capitalised terms used in this announcement have the meanings given to them in the Circular.
FOR FURTHER INFORMATION, PLEASE CONTACT:
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Tritax Big Box REIT Colin Godfrey (CEO) Frankie Whitehead (CFO) Ian Brown (Head of Corporate Strategy & IR) |
+44 (0) 20 8051 5060 |
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Jefferies (Joint Global Coordinator, Joint Bookrunner and Joint Corporate Broker) Stuart Klein Massimo Saletti Aditi Venkatram |
+44 (0) 20 7029 8000 |
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J.P. Morgan Cazenove (Joint Global Coordinator, Joint Bookrunner and Joint Corporate Broker) James A. Kelly Paul Pulze Jessica Murray |
+44 (0) 20 7742 4000 |
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Akur Limited (Financial Adviser) Anthony Richardson Siobhan Sergeant |
+44 (0) 20 7493 3631 |
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Kekst CNC (Communications Adviser) Guy Bates Lucy Besser |
+44 (0) 7581 056 415 +44 (0) 7779 873 440 |
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Important notices
This Announcement is for information purposes only and is not intended to, and does not constitute, or form part of, any offer to sell or issue or any solicitation of an offer to purchase, subscribe for, or otherwise acquire, any securities in any jurisdiction. No public offering of the securities referred to herein is being made in any such jurisdiction.
The distribution of this Announcement, and the offering, placing and / or issue of the New Ordinary Shares, may be restricted or prohibited by law in certain jurisdictions, and accordingly it is the responsibility of any person into whose possession this Announcement comes to inform themselves about and observe such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. None of the Company, the Manager, the Joint Bookrunners, the Financial Adviser or any of their respective affiliates or agents accepts liability to any person in relation thereto. No action has been taken by the Company, the Manager, the Joint Bookrunners, the Financial Adviser or any their respective affiliates or agents which would permit an offer of the New Ordinary Shares or possession or distribution of this Announcement or any other offering or publicity material relating to such New Ordinary Shares in any jurisdiction where action for that purpose is required. Persons distributing any part of this Announcement must satisfy themselves that it is lawful to do so. Persons (including, without limitation, nominees and trustees) who have a contractual or other legal obligation to forward a copy of this Announcement should seek appropriate advice before taking any such action.
This Announcement has been issued by and is the sole responsibility of the Company. No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by any of the Manager, the Joint Bookrunners, the Financial Adviser or by any of their respective affiliates or agents as to, or in relation to, the accuracy or completeness of this Announcement or any other written or oral information made available to or publicly available to any interested party or its advisers. Each of the Manager, the Joint Bookrunners, the Financial Adviser and each of their respective affiliates accordingly disclaim, to the fullest extent permitted by applicable law, all and any liability whether arising in tort, contract or otherwise which they might otherwise be found to have in respect of this Announcement or any such statement.
Nothing in this Announcement constitutes 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 1933, as amended (the "Securities Act") or the securities laws of any state or other jurisdiction of the United States, and may not be offered or sold directly or indirectly in or into the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with the securities laws of any state or any other jurisdiction of the United States. Subject to certain limited exceptions, neither the Announcement nor any copy of it may be taken, transmitted or distributed, directly or indirectly, in or into the United States. Any failure to comply with the foregoing restrictions may constitute a violation of US securities laws. The securities of the Company have not been approved or disapproved by the United States Securities and Exchange Commission, any state securities commission in the United States or any US regulatory authority, nor have any of the foregoing authorities passed upon or endorsed the merits of any proposed offering of the securities of the Company, or the accuracy or adequacy of this Announcement. Any representation to the contrary is a criminal offence in the United States. There will be no public offering of the securities referred to herein in the United States.
Prospective investors should take note that, unless the Company has consented to such acquisition in writing, the New Ordinary Shares may not be acquired by investors using assets of (i) (A) an "employee benefit plan" as defined in the US Employee Retirement Income Security Act of 1974, as amended ("ERISA") and that is subject to Part 4 of Subtitle B of Title I of ERISA, (B) a "plan" as defined in and subject to Section 4975 of the US Internal Revenue Code of 1986, as amended (the "Code"), including an individual requirement account or other arrangement that is subject to Section 4975 of the Code or (C) an entity which is deemed to hold the assets of any of the foregoing types of plans, accounts or arrangements that is subject to Title I of ERISA or Section 4975 of the Code (each of the foregoing, a "Benefit Plan Investor"), or (ii) (A) a governmental, church, non-US or other employee benefit plan that is not a Benefit Plan Investor which is subject to any federal, state, local or non-US law that is substantially similar to the provisions of Title I of ERISA or Section 4975 of the Code if the purchase, holding or disposition of the shares will result in a violation of applicable law and/or constitute a non-exempt prohibited transaction under Section 503 of the Code or any substantially similar law.
Certain statements contained in this Announcement may constitute "forward-looking statements". All statements other than statements of historical facts included in this Announcement are, or may be deemed to be, forward-looking statements. Without limitation, any statements preceded or followed by or that include the words ''targets'', ''plans'', ''believes'', ''expects'', ''aims'', ''intends'', ''anticipates'', ''estimates'', ''projects'', ''will'', ''may'', "would", "could" or "should", or words or terms of similar substance or the negative thereof, are forward-looking statements. No representation or warranty is made as to the achievement or reasonableness of, and no reliance should be placed on, such forward looking statements. Accordingly, undue reliance should not be placed on forward-looking statements, which speak only as of the date hereof. The Company, the Manager, the Joint Bookrunners and the Financial Adviser, and each of their respective affiliates, each expressly disclaim any obligation or undertaking to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, unless required to do so by applicable law or regulation. In particular, no statement in this Announcement is intended to be a profit forecast.
Jefferies International Limited ("Jefferies") is authorised and regulated in the United Kingdom by the FCA. Jefferies is acting exclusively as joint global coordinator and joint bookrunner for the Company and will not regard any other person as its client in relation to the Placing, the content of this Announcement and other matters described in this Announcement and will not be responsible to anyone (including any Placees) other than the Company for providing the protections afforded to its clients or for providing advice to any other person in relation to the Placing, the content of this Announcement or any other matters referred to in this Announcement.
J.P. Morgan Securities plc (which conducts its UK investment banking business as J.P. Morgan Cazenove) ("J.P. Morgan Cazenove") is authorised in the United Kingdom by the Prudential Regulation Authority and regulated in the United Kingdom by the Prudential Regulation Authority and the FCA. J.P. Morgan Cazenove is acting exclusively as joint global coordinator and joint bookrunner for the Company and will not regard any other person as its client in relation to the Placing, the content of this Announcement and other matters described in this Announcement and will not be responsible to anyone (including any Placees) other than the Company for providing the protections afforded to its clients or for providing advice to any other person in relation to the Placing, the content of this Announcement or any other matters referred to in this Announcement.
Banco Santander, S.A. ("Santander") is authorised by the Bank of Spain and subject to limited regulation in the United Kingdom by the Prudential Regulation Authority and the FCA. Santander is acting exclusively as a joint bookrunner for the Company and will not regard any other person as its client in relation to the Placing, the content of this Announcement and other matters described in this Announcement and will not be responsible to anyone (including any Placees) other than the Company for providing the protections afforded to its clients or for providing advice to any other person in relation to the Placing, the content of this Announcement or any other matters referred to in this Announcement.
Akur Limited ("Akur") is authorised and regulated in the United Kingdom by the FCA. Akur is acting exclusively as financial adviser for the Company and will not regard any other person as its client in relation to the Placing, the content of this Announcement and other matters described in this Announcement and will not be responsible to anyone (including any Placees) other than the Company for providing the protections afforded to its clients or for providing advice to any other person in relation to the Placing, the content of this Announcement or any other matters referred to in this Announcement.
Neither the content of the Company's website (or any other website) nor the content of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into or forms part of this Announcement.
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