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REG - Tritax Big Box REIT - Results for the year ended 31 December 2025

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RNS Number : 6907U  Tritax Big Box REIT plc  27 February 2026

 

Results for the year ended 31 December 2025

27 February 2026

Entering 2026 with strong momentum across our growth drivers

Record rental reversion - growing logistics development momentum - data
centres primed for launch

 

 Financial Summary                                                 31 December 2025  31 December 2024  Change
 Net rental income                                                 £305.3m           £276.0m           10.6%
 Operating profit(1)                                               £281.6m           £265.3m           6.1%
 Adjusted earnings(2)                                              £223.8m           £201.7m           11.0%
 Adjusted earnings per share (ex. additional DMA income) (3, 6)    8.38p             8.05p             4.1%
 IFRS earnings per share                                           14.39p            19.67p            -26.8%
 Dividend per share                                                8.00p             7.66p             4.4%
 Dividend payout ratio (ex. additional DMA income) (3, 6)          95%               95%               0.0pts
 Total Accounting Return                                           5.5%              9.0%              -3.5pts
 EPRA cost ratio (excluding vacancy cost) (6)                      12.4%             12.6%             -0.2pts

 Contracted annual rent roll                                       £360.9m           £313.5m           15.1%
 EPRA Net Tangible Assets per share(6)                              187.76p          185.56p           1.2%
 IFRS net asset value per share                                    187.22p           184.12p           1.7%
 Portfolio value(4, 6)                                             £7.89bn           £6.55bn           20.5%
 Loan to value (LTV)(6)                                            33.2%             28.8%             +4.4pts

 

Commenting, Aubrey Adams, Chair of Tritax Big Box REIT, said:

"Over the past year, Tritax Big Box has taken important strategic steps that
reinforce both the capabilities of our platform and our growth drivers. The
successful integration of the UKCM logistics assets, together with the
portfolio acquisition from Blackstone, has created a meaningful c.20% exposure
to urban logistics, strengthening our end-to-end offer and further cementing
our leadership position across the UK supply-chain spectrum.

"In parallel, we have launched our data centre programme, pioneering an
innovative 'power-first' approach that unlocks opportunities in digital
infrastructure. In just 12 months, we have assembled a high-quality pipeline
and made significant progress, positioning the company to generate exceptional
returns for Big Box shareholders from the most compelling structural growth
opportunity in real estate.

"Taken together, these initiatives demonstrate the pace at which the Company
is evolving, while remaining disciplined in our capital allocation and focused
on long-term value creation for shareholders. Underpinned by a high-quality,
resilient logistics portfolio, a well-positioned development pipeline, strong
foundations in data centres, delivered efficiently through our externally
managed structure, we look ahead with confidence in delivering our ambition of
50% growth in adjusted earnings by the end of 2030."

Attractive earnings growth from increasing rental income and cost-efficient
structure

·    10.6% increase in net rental income to £305.3 million (2024: £276.0
million) driven by full contribution from UKCM acquisition, attractive levels
of asset management and development related rental growth offset by asset
disposals in support of future growth opportunities.

·    4.1% increase in Adjusted EPS excluding additional DMA income, which
is the Board's primary measure of recurring earnings, to 8.38 pence (2024:
8.05 pence).

·    Improving EPRA cost ratio excluding vacancy costs of 12.4% (2024:
12.6%) reflecting cost-efficient external management structure.

·    5.5% Total Accounting Return (2024: 9.0%), 8.5% Underlying Total
Accounting Return when excluding items considered non-recurring.

Capital growth through growing rents, stable yields and development activity

·    Increase in total portfolio value to £7.89 billion (31 December
2024: £6.55 billion), with equivalent yield remaining stable at 5.7% (31
December 2024: 5.7%).

·    2.4% capital increase value (2024: 2.8%) across total portfolio (net
of capex), driven by income growth and asset management alongside development
gains.

Growth driver 1: Capturing record rental reversion to drive earnings growth

·    4.0% like-for-like Estimated Rental Value (ERV) growth across the
investment portfolio (2024: 5.4%).

·    4.2% EPRA like-for-like rental growth delivered over the year (2024:
3.9%).

·    Vacancy stable at 5.6% (2024: 5.7%) - underlying vacancy decline
offset by that inherited as part of the Blackstone asset acquisition.

·    28.0% portfolio rental reversion (2024: 27.9% reported for the
logistics portfolio; 26.1% when including non-strategic assets), inclusive of
vacancy, provides potential to capture £101.1 million of additional rent, of
which 73.1% is capturable within the next 3 years, supporting future earnings
growth.

·    £14.2 million added to contracted rent through rent reviews, asset
management initiatives and lettings, including:

o  35.5% increase in passing rent across open market linked rent reviews
settled in period.

o  18% growth in contracted rent for UKCM logistics portfolio since
acquisition in May 2024.

·    Successful integration of 28% reversionary £1.04 billion urban
logistics weighted portfolio acquired below replacement cost from Blackstone.

o  Expected to generate mid-single-digit EPS accretion in 2026 and enhanced
returns well above cost of capital

Growth driver 2: Developing best-in-class logistics assets to drive earnings
growth

·    1.8 million sq ft under construction at the year end with rental
income potential of £19.6 million of which 53% has been pre-let.

·    £3.9 million of rental income added from new lettings, near-term
lettings pipeline gathering momentum with:

o  8.0% yield on cost achieved for let developments

o  £8.9 million of potential rent from development lettings currently in
solicitors' hands.

o  £5.2 million of potential rent from development lettings in advanced
negotiations.

o  55% increase in pre-let discussions compared to 12 months ago.

·    Approximately £15 million of DMA income recognised in 2025 across
two development management agreements.

·    1.4 million sq ft of development starts in 2025 with anticipated
yield on cost at the top of 7-8% range once stabilised.

·    1.2 million sq ft of new logistics planning consents secured in
period and a further 6.1 million sq ft submitted awaiting determination.

Growth driver 3: Power-first data centres targeting exceptional risk adjusted
returns

·    107 MW data centre at Manor Farm, Heathrow targeting strong returns
with a 9.3% yield on cost (net of all costs and contingent payments) to
shareholders.

o  Negotiating terms with leading operator tenant on powered shell pre-let.

o  Planning determination now with the Secretary of State with a decision
expected on or before 17 March 2026.

·    The data centre pipeline has the potential to deliver significant
incremental capital value at each key stage - planning, pre‑letting and
practical completion - prior to delivering highly attractive long term income
upon completion.

·    First right of refusal over Tritax Management originated pipeline
across the UK, which could provide c.1 GW of further data centre
opportunities.

Recycling capital accretively into higher returning organic growth
opportunities

·    £415.5 million of disposals completed or exchanged in the period, or
shortly thereafter, comprising:

o  £204.3 million of UKCM non-strategic disposals

o  £148.9 million of additional disposals from logistics portfolio.

o  £62.3 million of disposals exchanged in period

·    Since completion of the UKCM acquisition in May 2024, £361.0 million
(c.80%) of UKCM non-strategic assets exchanged or sold and expect to fully
exit in line with implied acquisition price and within two years from
purchase.

Strong balance sheet supporting our strategy

·    Upgraded credit rating from Moody's to A3 (stable) from Baa1
(positive).

·    With effect from 2 March 2026, the Company will be included in the
FTSE 100 index.

·    33.2% LTV at 31 December 2025 (31 December 2024: 28.8%) in line with
<35% LTV guidance, and Net Debt/EBITDA(5) of 8.6x (31 December 2024: 7.3x)

o  32.7% LTV on pro-forma basis when including assets exchanged, but
completing post year end.

·    3.6% weighted average cost of debt (31 December 2024: 3.1%), with
72.7% of drawn debt either fixed or hedged.

·    Completed refinancing of £400 million, 5-year RCF and £300 million,
7-year public bond with an attractive coupon of 4.75%.

Results presentation and Q&A

A Company presentation for analysts and investors will take place via a
webcast with a live Q&A at 8:00am (UK time) today and can be viewed at:

https://brrmedia.news/BBOX_FY25 (https://brrmedia.news/BBOX_FY25)

 

If you would like to ask a question verbally rather than through the webcast
viewer, please join the presentation conference call:

UK: +44 (0) 33 0551 0200

USA: +1 786 697 3501

Password: Tritax Full Year 2025

Retail investor webcast and Q&A

The Company will also host a live interactive presentation aimed at retail
investors on the Engage Investor platform, at 1.00pm (UK time) today.

Colin Godfrey (CEO) and Frankie Whitehead (CFO), who will host the event,
welcome current shareholders and interested investors to join. Questions can
be submitted prior to the webcast via the Engage Investor platform, or at any
time during the live presentation. Investors can sign up to Engage Investor at
no cost and follow Tritax Big Box REIT plc from their personalised investor
hub.

Register interest and access this event here:
https://engageinvestor.news/BBOX_IP25 (https://engageinvestor.news/BBOX_IP25)

Notes

1.     Operating profit before fair value movements and other
adjustments.

2.     See Note 15 to the financial statements for reconciliation.

3.     The anticipated run rate for Development Management Agreement (DMA)
income is £3.0-5.0 million per annum over the medium term. We classify income
above this as 'additional' development management income, which can be highly
variable over time. We therefore present a calculation of Adjusted EPS that
excludes additional development management income. £15.5 million of DMA
income is included in the 8.87p Adjusted earnings per share in 2025 (2024:
£23.0 million included in 8.91p Adjusted earnings per share).

4.     The Portfolio Value includes the Group's investment assets and
development assets, land assets held at cost, the Group's share of joint
venture assets and other property assets.

5.     Calculated based on pro-forma EBITDA inclusive of full 12 months
contribution of portfolio acquired from Blackstone in 2025 and UKCM in 2024.

6.     An alternative performance measure. The Group uses a number of
financial measures to assess and explain its performance, some of which are
considered to be alternative performance measures as they are not defined
under IFRS. For further details, see the Financial Review and Notes to the
EPRA and other key performance indicators section, as well as definitions in
the Glossary.

For further information, please contact:

Tritax Group

Colin Godfrey,
CEO
+44 (0) 20 799 39640

Frankie Whitehead,
CFO
bigboxir@tritax.co.uk

Ian Brown, Head of Corporate Strategy & Investor Relations

Kekst CNC

Tom Climie/Guy Bates
 
+44 (0) 77 601 60 248 / +44 (0) 75 810 56 415

Email: tritax@kekstcnc.com (mailto:tritax@kekstcnc.com)

The Company's LEI is: 213800L6X88MIYPVR714

Notes:

Tritax Big Box REIT plc (ticker: BBOX) is the largest listed investor in
high-quality logistics warehouse assets and controls the largest
logistics-focused land platform in the UK. Tritax Big Box targets attractive
and sustainable returns for shareholders by investing in and actively managing
existing built investments and land suitable for logistics development. The
Company focuses on well-located, modern logistics assets, typically let to
institutional-grade clients on long-term leases with upward-only rent reviews
and geographic and client diversification throughout the UK. Additionally,
having adopted a "power first" approach, the Company has recently secured its
first data centre development opportunities (amounting to over 250MW), and has
a pipeline of c.1-gigawatt of further opportunities, offering the potential to
deliver exceptional returns on an accelerated basis.

 

The Company is a real estate investment trust to which Part 12 of the UK
Corporation Tax Act 2010 applies, is listed on the Official List of the UK
Financial Conduct Authority and is a constituent of the FTSE 250, FTSE
EPRA/NAREIT and MSCI indices.

 

Further information on Tritax Big Box REIT is available at
www.tritaxbigbox.co.uk (http://www.tritaxbigbox.co.uk/)

 

Chair's statement

Entering 2026 with strong momentum

2025 was another transformational year for the Group, with the acquisition of
an exceptional £1.04 billion urban logistics weighted portfolio and the
launch of our innovative "power-first" data centre strategy. The acquisition
has given us a larger and more meaningful urban exposure, adding high-quality
buildings at affordable rents, with the opportunity to capture substantial
rental reversion, leveraging the extensive asset management capabilities of
Tritax Management ("the Manager"). Our data centre pipeline, with a focus on
pre-let, "powered shell" data centres, has the potential to deliver
exceptional risk-adjusted returns and provides exposure for Tritax Big Box
Shareholders to one of the most compelling structural growth opportunities in
real estate.

The foundations of our business remain unchanged: Tritax Big Box REIT plc is
the largest investor in UK industrial logistics real estate and controls the
UK's largest logistics‑focused development platform, together providing deep
insight into its market. We own an outstanding portfolio of modern,
high-quality big box assets, in core locations and with unmatched client
covenants, which generate resilient and growing income through the economic
cycle. Our big box clients are performing well, despite a challenging macro
backdrop, supported by our buildings which enable clients to streamline their
supply chains and improve their operational efficiency. This low-risk core to
our business enables us to take modest and controlled levels of risk in our
logistics and data centre development programmes, to generate accretive
risk-adjusted returns which enhance our attractive and growing income and
dividends for Shareholders.

Three clear embedded growth drivers in our business

The Group has embedded significant multi-year opportunities to drive earnings,
dividends and capital value growth, capitalising on our investment, asset
management, and development expertise and more recently power knowledge.

The three growth drivers, as outlined below, have the capacity to increase our
Adjusted earnings between FY24 and FY30 by 50% and in turn support dividend
and capital value growth.

1) Capturing record rental reversion and active management

At the year end, the investment portfolio had an estimated rental value of
£462.0 million, 28% higher than the current contracted rent, and equating to
a net reversionary yield of 5.9%. Of this, we have the opportunity to capture
£73.9 million or 73% of the reversion over the next three years.

The acquisition of a £1.04 billion portfolio from Blackstone has added
further significant near-term opportunities to capture the reversionary
potential in the business. Blackstone had spent several years assembling an
outstanding selection of 32 urban logistics assets and nine big boxes, which
we have purchased materially below their replacement cost and at an attractive
entry price, given the quality of the assets and their locations. This
off-market transaction features an innovative £20 million reversionary bridge
structure (see Financial Review for more detail), which accelerates the
capture of the 28% reversion across the acquired portfolio while retaining the
potential for additional performance through both ERV growth and reducing
vacancy.

We expect the transaction to generate mid-single-digit EPS accretion in 2026
and enhanced returns well above our cost of capital. Having part-funded the
acquisition through equity issued at a material premium to the share price at
the date of the transaction, we are pleased to welcome Blackstone as an 8.6%
shareholder, demonstrating its confidence in our business and our ability to
drive further value from the assets acquired.

2) Delivering best-in-class logistics assets from our agile development
platform

Our logistics development platform has the capacity to more than double our
rental income over the longer term and achieve a 6-8% net yield on cost across
the pipeline.

2025 was another busy year and, having secured one of the largest pre-lets at
the end of 2024, we had c.1.8 million sq ft of space under construction at the
year end, of which 53% is pre-let. Occupational interest in our pipeline
remains very encouraging, with c.£8.9 million of rent in solicitors' hands
which we expect to convert in the early part of 2026. We continue to see
attractive upward pressure on our expected yield on cost, as rental growth
continues to outpace construction cost increases and we benefit from previous
investment in infrastructure on more mature schemes.

3) Generating exceptional returns through data centre development
opportunities

We launched our innovative "power-first" data centre strategy in 2025 across
which we expect to deliver a 9-11% net yield on cost, and we are making
excellent progress. Developed on a pre-let basis, and with a preference for
powered shell leases, the data centre pipeline can deliver significant
incremental capital value at each key development stage - achieving planning,
securing a pre‑let and upon practical completion - prior to delivering
highly attractive recurring income at completion. Overall, the data centre
pipeline has the potential to deliver exceptional risk-adjusted returns for
Shareholders.

Our initial two data centre development schemes have an estimated rental level
of £58 million per annum, with the Manor Farm, Heathrow site having the
potential to become income producing from late 2027, subject to planning and
pre-letting. The planning decision is now with the Secretary of State, noting
that the Planning Inspectorate has indicated that a decision is scheduled to
be issued by 17 March 2026, and we are also in advanced negotiations with a
major data centre operator regarding a pre-lease.

We have made significant progress at Manor Farm and are primed to begin
construction once planning consent has been granted and a pre-let agreed.

Disciplined approach to capital allocation to maximise risk-adjusted returns
to Shareholders

We continue to apply a highly disciplined and selective approach to capital
allocation, ensuring that every pound of investment is directed to the
opportunities that offer the most compelling risk-adjusted returns. Capital is
selectively deployed into logistics and data centre developments where it
drives staged capital value creation, which on completion provides attractive,
long‑term income. This complements capital‑light earnings growth from
rental reversion capture and active asset management across the standing
portfolio. Each opportunity is assessed against consistent return hurdles,
leasing visibility and balance sheet impact. This approach allows us to
recycle capital out of lower-growth assets and into higher-conviction
opportunities, supporting earnings growth while maintaining a prudent level of
leverage. By retaining flexibility across these complementary avenues, we can
accurately respond to market conditions and deploy capital where it will
create the greatest long-term value for Shareholders.

Consistent with this approach, we have been one of the most active sellers in
the market, selling over £800 million of assets over the last few years and
enabling us to self-finance our strategy and reinvest capital into
opportunities noted above.

Delivering attractive financial performance

The Group has again delivered attractive financial performance during the
year, underpinned by strong operational fundamentals. Excluding additional DMA
income in the year, Adjusted EPS was 4.1% higher at 8.38 pence, supporting a
covered total dividend of 8.00 pence per share, up 4.4% on 2024. Adjusted EPS
growth was especially compelling when noting heightened levels of disposal
activity and the rotation from income producing assets into higher returning
but currently non-income producing development-led opportunities.

We remain firmly focused on maintaining our balance sheet strength, as
recognised by the improvement in our credit rating during the period by
Moody's from Baa1 (Positive) to A3 (Stable). The Group's LTV increased to
33.2% at the year end, within our target range of below 35%, reflecting the
debt financing required for the cash consideration of the Blackstone
acquisition. We intend to reduce this towards an LTV of 30% over the next
12-18 months, through additional asset management initiatives to enhance value
and asset disposals. More information can be found in the Financial review.

An efficient structure supported by ongoing investment in the Manager and its
capabilities

The Group has benefited significantly from the Manager's depth of expertise
and entrepreneurial culture since its IPO.

During the period, an amendment to the acquisition of the Manager by Aberdeen
was implemented, resulting in Aberdeen now intending to increase its 60% stake
in the Manager to 80% in April 2026 and 100% in 2029. Importantly for the
Board, the agreed structure with Aberdeen allows the Manager to continue to
retain autonomy over its investment decisions, and its team and day-to-day
operations will remain unchanged, ensuring continuity for our Shareholders,
clients and other broader stakeholders.

The Investment Management Agreement also remains unchanged, including the
reinvestment of part of the fee as shares, with members of the Manager and the
Board now collectively a top-30 shareholder in Tritax Big Box.

Beyond 2029, to preserve its culture, the Manager has agreed a financial
arrangement with Aberdeen which continues its partnership framework and is
designed to attract and retain the best talent.

During the period, the Manager has also promoted seven new partners from
across its business, each bringing additional expertise and innovative
thinking to the leadership team, whilst further expanding its teams in key
areas such as asset management.

The Group benefits from a highly cost-effective operating model through its
external management framework with Tritax Management, under a simple and
transparent fee structure linked directly to NTA. This ensures that management
costs remain predictable and proportionate without complex performance
hurdles. Importantly, the structure has also insulated Tritax Big Box
Shareholders from the impact of wider cost inflation in recent times, as
increases in staff, overhead and operating expenses have been absorbed by
Tritax Management rather than directly impacting the Company. In addition, the
Manager has continued to invest in its capabilities, in particular to
effectively manage a greater proportion of urban logistics assets assumed
through recent acquisitions. In line with this, the Manager has increased its
headcount servicing Tritax Big Box to 91 in 2025, up from 77 in 2024 - nearly
double the number in 2019.  As a result, this efficient model is reflected in
the Company's EPRA cost ratio, which is among the lowest in Europe for a fully
integrated logistics REIT, and ensures a greater proportion of rental income
growth translates into earnings growth for Tritax Big Box Shareholders.

 

 

Outlook: well positioned for growth, with multiple opportunities to deploy
capital accretively

We enter 2026 very well positioned with a clear strategy, multiple organic
growth drivers, a supportive market back drop and a strong balance sheet.

Growth driver 1: Capturing record rental reversion to drive earnings growth

With record rental reversion and a greater proportion of the portfolio subject
to review this year, we expect an acceleration in asset management
opportunities translating into higher like-for-like rental growth in 2026.
This growth, which requires very limited incremental capital to capture, also
benefits from being contractually defined in many instances, providing
heightened visibility and certainty in the growth in recurring income of the
business.

Growth driver 2: Developing best-in-class logistics assets to drive earnings
growth

Despite ongoing political uncertainty, we have seen occupational interest
improve as the year has progressed, which appears to be gathering further
momentum in early 2026. With an agile development platform, we remain very
well placed to capture this interest as it crystallises through a combination
of offering pre-let and speculative units. Given the development platform's
flexibility, and our disciplined approach to capital allocation, we continue
to adapt the cadence of our development activity to accurately match market
conditions. We expect £200 to 250 million of development related capex in
2026, which we anticipate delivering towards the upper end of our 6-8% yield
on cost guidance.

Growth driver 3: Power-first data centres targeting exceptional risk adjusted
returns

In FY 2026, progress on planning and pre‑letting is expected to drive
capital value creation within the data centre pipeline, ahead of income
generation in subsequent years. We expect to begin recognising capital profits
from the Manor Farm, Heathrow scheme in FY26, driven by obtaining planning
consent and a pre-let. These capital profits will help drive enhanced Total
Accounting Returns in 2026. Regarding Manor Farm, assuming planning is
forthcoming within Q1 2026, we anticipate construction commencing in H2 2026
with practical completion expected in late 2027 and the first full year of
income recognition in 2028.

Acceleration in Adjusted EPS growth rate in 2026

Benefiting from our efficient cost base, and based on the three growth drivers
above, we anticipate an acceleration in Adjusted EPS growth (excluding
additional DMA income) in FY26, driven by the full contribution of recently
acquired assets, greater asset management opportunities and continued
development progress, offset in part by our planned disposal activity.

Chair succession

Having been a member of the Board since September 2017, and in accordance with
best practice, I shall soon be retiring as Chair. We have initiated a thorough
and robust process to identify the right candidate to succeed me, and we
expect to complete this appointment by the end of the year.

It has been a genuine privilege to be part of Tritax Big Box at a time when
the Company has continued to go from strength to strength, marked most
recently by its inclusion in the FTSE 100 with effect from 2 March 2026. I
remain very confident in its strategy and believe it has a bright and exciting
future ahead. My sincere thanks go to my fellow Board members, and to Colin
and the Tritax team, whose dedication and leadership have been central to the
Company's continued success.

Aubrey Adams

Chair

 

Manager's report  |  Market review

Long-term structural drivers continue to support our sector

Three structural trends are underpinning demand for high-quality,
mission-critical, modern logistics real estate and data centre facilities.
Specifically:

· shifting consumer behaviours and expectations;

· evolving supply chains; and

· the drive for sustainability.

Combined, these multi-year drivers mean that not only is location and access
to skilled labour vital, but provision and resilience of power supply is
increasingly in focus as energy needs increase.

Diverse demand gained momentum

2025 saw an improvement in occupier activity, with industrial logistics market
take up increasing 22% year-on-year to 25.6 million sq ft 1  (#_ftn1) .
Companies continued to invest in their supply chains and supporting real
estate with a pickup in demand for build-to-suit, speculatively developed and
second-hand space. This is reflected in our business, whereby alongside
capturing new demand, we continue to achieve high renewal rates for our
existing assets.

Companies faced elevated levels of political and tariff uncertainty and rising
labour costs in 2025 but, whilst there was a period of taking stock, occupier
confidence and activity improved throughout the year. Many corporates have not
only proven resilient but are also investing in their logistics real estate to
support advanced supply chain technologies. For many, these are core to future
operations in an ever-evolving market environment.

The diversity of UK demand remains a key attribute, with the market not overly
reliant on any sector.

Activity in 2025 was led by Third Party Logistics providers ("3PLs"), which
accounted for 30% of take up1. 3PLs are winning contracts from new and
existing customers, as they outsource operations in an increasingly complex
environment. Most 3PLs are looking at newly developed speculative space
available for immediate fit out, or second-hand space.

Manufacturers are choosing to selectively reshore and invest in UK sites to
enhance resilience and benefit from highly skilled domestic labour.
Manufacturing demand was driven by a variety of subsectors in 2025, including
deals from a gigafactory, defence and traditional industries such as
automotive.

Online retail sales volumes continue to grow with ecommerce penetration now
exceeding 28% 2  (#_ftn2) . The UK's sophisticated online supply chain is
generating additional demand for buildings from large fulfilment centres to
last-mile delivery hubs. Asian entrants to the market were prominent in 2025:
retailers and their 3PL partners took several large buildings across the
Midlands.

Omnichannel retailers accounted for 9% of demand1 as they modernise and adapt
their networks. Food retailers have also been active, contributing 10%1 (2024:
5%), as they consolidate their supply chains, invest in technology and seek to
improve efficiency/ lower cost.

The East Midlands remained the single largest market (22%) with the highest
share of build-to-suit activity. With several large lettings, the South West
had a record year, comprising 21% of demand. Other regions variously
contributed between 9% and 18%1.

Occupiers rotate towards quality

With 20.9 million sq ft completed in the year, supply picked up slightly
(2024: 14.7 million sq ft) but remained well below the 30 million plus sq ft
delivered annually through the covid pandemic. Cautious decision making in
prior years resulted in 2025 build-to-suit completions being relatively low at
8.9 million sq ft. However, interest is increasing with improving occupier
confidence, with 12.0 million sq ft under construction at year end1. This has
been reflected in our business, which has seen an increase in occupier
enquiries for pre-lets over the past 12 months.

Speculative development starts reduced, with just 6.8 million sq ft under
construction at year end1. This is 47% lower than the 12.8 million sq ft a
year ago1, with a small number of substantial speculative developments
accounting for a significant proportion. 2026 will see lower levels of
speculative completions, which will benefit market fundamentals.

Well-located supply is typically constrained by factors such as land
availability, planning and power. Power is an increasingly significant issue
for occupiers as they use more technology and automation and
decarbonise/electrify transport fleets. 81% of occupiers in our 2025 Future
Space survey, produced with Savills, expect power needs to grow over the next
three years.

UK market vacancy increased from 5.6% at Q4 2024 to 7.1% at Q4 20251. The
detail is, however, important. Vacancy of newly developed buildings, at 3.8%,
remains in the 3% to 4% range seen over the last 24 months. The increase in
overall vacancy has come from second-hand stock being returned to the market
as occupiers rotate and consolidate into higher-quality, modern buildings of
the type we own and develop.

Continuing attractive levels of rental growth

Prime headline logistics rents, according to CBRE, increased by 50 pence or
more across the North West, North East and Yorkshire, East Midlands and South
West. In other regions, they were flat. MSCI ERV data, which covers a broader
mix of buildings and better reflects portfolio-wide performance, shows UK
distribution warehouse ERVs grew by 3.9% (2024: 5.3%) which is consistent with
our portfolio like-for-like ERV growth of 4.0% for the year. Rental growth
exceeded inflation creating real income growth for investors.

Supply constraints support urban logistics market

Demand for urban buildings remains healthy at similar levels to recent
years. Last mile delivery, branches of national operators, trade counter
chains and logistics businesses are prominent across this market, often taking
substantial space across multiple units. Occupiers are acting cautiously and
with greater cost focus, but this has supported re‑gear activity as
businesses seek to optimise existing space. Supply pressures persist which
continues to benefit vacancy. MSCI all industrial rental growth of 4.5% in
2025 (2024: 5.9%) remains attractive.

UK logistics market's positive attributes continue to attract investors

£8.9 billion of industrial and logistics assets transacted in 2025 (2024:
£8.1 billion); £3.9 billion in the final quarter. The market gained momentum
over the year with large portfolio and corporate deals prominent, including
seven over £200 million in Q4 2025. Single asset deals (excluding portfolios)
accounted for £2.5 billion with domestic and global capital active 3 
(#_ftn3) .

Prime market pricing for logistics buildings in the East Midlands remained at
5.25%1 with yields in all regions unchanged. MSCI capital value growth
totalled 2.6% (2024: 2.4%). Heightened investment activity has improved market
price discovery and investors have been attracted to assets with strong
reversionary potential and the scope for further short-term income growth.

Healthy rental growth and attractive pricing continue to underpin the
attractiveness of the UK logistics sector. The composition of returns
(including healthy income growth) helps facilitate asset management and
development opportunities. Moreover, many buildings have reversionary
potential given ongoing rental growth in the sector and this embeds
opportunity for income growth in our business irrespective of further rental
growth in the broader market.

Compelling data centre fundamentals

London's data centre market exceeded 1.3GW in 2025 with almost 200MW of
colocation capacity coming onstream. London benefits from a large base of
cloud and digital vendors migrating to AI workloads and is typified by a
fragmented ecosystem of providers, none with a market share over 15%1.

Power and, to a lesser extent, land constraints, particularly in established
submarkets with substation capacity shortages, restrict new development.
Locations adjacent to existing availability zones are becoming more relevant
for development and will create additional submarkets, with north and east
London currently in focus.

Despite the increase in demand and campus sizes, the costs involved in
establishing a fully-fitted data centre and the need to meet specific client
requirements tend to prohibit speculative development and favour pre-lets.
With limited speculative supply and strong demand, market fundamentals remain
very healthy with well-located opportunities with deliverable power in nearer
term timelines, such as our Manor Farm site, of significant interest to
operators looking for capacity.

 

Manager's report  |  Operational review

A substantial and high-quality portfolio with embedded opportunities for value
creation

Each element of our portfolio provides opportunities to generate income and
value growth. The portfolio comprises:

· The investment portfolio: These are standing assets, the vast majority of
which are leased or have agreements for lease in place. We believe our
investment portfolio is the strongest in the UK, based on its asset quality,
location and a diverse client base. It contains assets providing our core,
long-term income let to very strong client covenants and assets with value
creation potential through asset management across the size spectrum, from big
boxes to small/urban logistics. We have made significant progress in disposing
of non-logistics assets assumed as part of the acquisition of UKCM, reducing
the proportion of these assets from 6.1% in 2024 to 1.9% in 2025.

· The development portfolio: The development portfolio generates
best-in-class logistics and data centre assets for the investment portfolio.
It comprises land, options over land and buildings under construction (see
insight driven development and innovation).

 Total portfolio                              31 December 2025  31 December 2024

                                              % of GAV          % of GAV
            ~ Logistics portfolio             90.7%             88.1%
            ~ Non-strategic assets            1.9%              6.1%
 Investment portfolio                         92.6%             94.2%
 Development portfolio                        7.4%              5.8%
 Total portfolio                              100.0%            100.0%

At the year end, the total portfolio value was £7.89 billion (31 December
2024: £6.55 billion), with the 20.5% increase primarily due to the
acquisition of the Blackstone portfolio assets, partially offset by asset
disposals in the year.

The total like-for-like portfolio capital value increase was 2.9%, reflecting
the benefits of our active asset management and 4.0% of like-for-like ERV
growth over the year.

A clear and consistent strategy that continues to deliver

Our strategy is designed to capture the significant value inherent in our
portfolio and opportunities in our markets. In doing so, we aim to deliver
attractive and sustainable income and capital growth, resilient performance
through the economic cycle and an attractive and progressive dividend, while
ensuring we meet our wider responsibilities and carefully manage risk.

The three interlinked and reinforcing components of our strategy are:

1)   Owning high-quality assets attracting world-leading clients -
delivering long-term, resilient and growing income enhanced with urban
logistics assets frequently capturing market rents.

2)   Direct and active management - protecting, adding and realising value
from the investment portfolio.

3)   Insight driven development and innovation - creating value,
future-proofing and capturing occupier demand through development of new
logistics and data centre assets.

The following sections set out how we implemented the strategy during the
year, including our sustainability initiatives. Sustainability is a key
enabler of our business performance and is therefore intrinsic to each element
of the strategy.

1) Owning high-quality assets attracting world-leading clients

The table below shows the scale and quality of our investment portfolio −
which is well diversified across regions, size bands and clients − has low
vacancy, long average lease lengths and significant rental reversion.

Logistics portfolio and non-strategic assets - key figures

                                                             31 December 2025  31 December 2024  Change
 Portfolio value - logistics portfolio (£bn)                 7.15              5.77              23.9%
 Portfolio value - non-strategic assets (£bn)                0.15              0.39              (61.5)%

 Number of lettable units - logistics portfolio              641               201               218.9%
 Number of lettable units - non-strategic assets             43                128               (66.4)%

 Gross lettable area - logistics portfolio (million sq ft)   48.5              41.8              16.0%
 Gross lettable area - non-strategic assets (million sq ft)  0.6               1.5               (60.0%)

 Estimated rental value - logistics portfolio (£m)           448.6             362.9             23.6%
 Estimated rental value - non-strategic assets (£m)          13.4              32.5              (58.8%)

 Contracted rent - logistics portfolio (£m)                  347.7             283.7             22.6%
 Contracted rent - non-strategic assets (£m)                 13.2              29.8              (55.7)%

 Number of clients - logistics portfolio                     411               128               221.1%
 Number of clients - non-strategic assets                    28                78                (64.1)%

 Vacancy - logistics portfolio (%)                           5.6               5.8               (0.2) pts
 Vacancy - non-strategic assets (%)                          5.0               4.3               0.7 pts
 Total portfolio vacancy (%)                                 5.6               5.7               (0.1) pts

 WAULT - logistics portfolio (years)                         9.6               10.6              (1.0) years
 WAULT - non-strategic assets (years)                        9.7               7.3               2.4 years

 Like-for-like ERV growth (%)                                4.0               5.4               (1.4)pts

Our 2025 priorities for the investment portfolio

We made excellent progress with the priorities we set for the investment
portfolio:

 Priority                                                                        Progress
 Optimise our portfolio and recycle capital into higher-returning                We completed or unconditionally exchanged on disposals totalling £415.5
 opportunities.                                                                  million of assets, within our guidance of £350-£450 million for the year.
                                                                                 The assets sold comprised £266.6 million of non-strategic assets acquired
                                                                                 with UKCM and £148.9 million of logistics assets. See direct and active
                                                                                 management for more information.
 Allocate capital to income-generating assets that meet our return criteria and  Acquired a portfolio of urban logistics and big box assets from Blackstone,
 enhance our portfolio, for example by further diversifying our assets           for total consideration of £1.04 billion. The acquired portfolio comprises
 geographically or broadening our client offer.                                  exceptional assets in strong locations, purchased materially below their
                                                                                 replacement cost, with the potential to generate attractive risk-adjusted
                                                                                 returns, including the near-term capture of significant rental reversion.

A broader and deeper logistics offering

In 2022, we took the strategic decision to increase our exposure to urban
logistics, initially though our development pipeline and subsequently through
acquisitions, as accretive opportunities have become available. This has
increased the range of building sizes we can offer, so we can meet clients'
needs for "first mile" mission-critical Big Box logistics assets through to
"last-mile" urban delivery units.

Building upon our acquisition of UKCM, acquiring the portfolio of assets from
Blackstone was another important step in this strategy, adding a further 32
urban logistics assets with 400 units to our investment portfolio, as well as
nine big boxes in core regions. The transaction has increased our exposure to
urban logistics to approximately 20% of the portfolio, up from around 2% at
the end of 2022, giving us an attractive portfolio across a range of unit
sizes:

 Investment portfolio building sizes  Contracted rent    Contracted rent

31 December 2025
31 December 2024
 <100k sq ft                          19.3%              11.0%
 100 - 250k sq ft                     10.6%              10.7%
 250 - 500k sq ft                     27.1%              28.9%
 >500k sq ft                          43.0%              49.4%

The investment portfolio is well diversified geographically, with carefully
selected exposure to key logistics locations. The portfolio acquired from
Blackstone has further increased our presence in the key logistics locations
within the UK.

 Investment portfolio locations by market value  31 December 2025  31 December 2024
 South East                                      35.6%             35.9%
 South West                                      3.4%              3.0%
 East Midlands                                   13.9%             14.3%
 West Midlands                                   23.9%             22.3%
 North East                                      12.7%             16.0%
 North West                                      8.7%              6.8%
 Scotland                                        1.8%              1.7%

Secure client base underpins income generation

The Group's diversified client base includes some of the world's most
important companies, with 59.7% being part of groups included in major stock
market indices, such as the DAX 30, FTSE All Share, SBF 120, NYSE and S&P
500.

The portfolio acquired from Blackstone provided additional diversification in
terms of client mix, and also complemented our existing high-quality client
base formed of strong covenants. This included existing Group clients, such as
Tesco, Amazon, Argos and B&Q. This contributed to the number of logistics
clients increasing from 128 at 31 December 2024 to 438 at the year end.

The table below lists the Group's top-10 clients across the investment
portfolio:

 Client                  % of contracted annual rent      Client               % of contracted annual rent
 Amazon                  13.3%                            Argos                3.4%
 Iron Mountain           4.4%                             B&Q                  3.1%
 Tesco                   4.0%                             Sainsbury's          2.2%
 Morrisons               3.6%                             Ocado                2.1%
 The Co-Operative Group  3.4%                             Marks & Spencer      2.1%

Attractive "triple net" leases enhance income security and minimise property
costs

At the year end, the investment portfolio's WAULT was 9.6 years (31 December
2024: 10.6 years).Urban logistics assets, defined as assets under 100k sq ft,
had a WAULT of 5.1 years and Big Box assets, defined as over >100k sq ft
had a WAULT of 10.6 years.

Of total investment portfolio rent:

· 19.1% is generated by leases with 15 or more years to run; and

· 30.4% comes from leases expiring in the next five years, providing
near-term opportunities to capture the growing reversion within the portfolio.

The portfolio acquired from Blackstone had a WAULT of 5.9 years on acquisition
(4.7 years for the urban logistics assets and 7.1 years for the big boxes),
creating opportunities to capture the reversionary potential of these assets
over a shorter timeframe.

The structure of our leases also helps to maximise the proportion of our gross
rental income that flows through to net rental income. The significant
majority of our logistics asset leases are full repairing and insuring (FRI),
equivalent to "triple net" leases in the United States. This means our clients
are responsible for property maintenance during the lease term and for
dilapidations at the end of the lease. This minimises our irrecoverable
property costs, which resulted in 97.7% conversion of gross to net rental
income for the year.

Upward-only rent reviews provide attractive income growth

Most of our logistics leases benefit from upward-only rent reviews. Of total
contracted rents for logistics assets:

· 12.9% are reviewed annually;

· 78.8% are reviewed in five-yearly cycles, with the timings staggered so
some reviews take place each year.

· 8.3% are leases with other or no review cycles.

The table below shows the rent review types across the investment portfolio at
the year end. The portfolio acquired from Blackstone has further increased our
exposure to open-market and hybrid rent reviews, which can capture uncapped
market rental growth and other forms of active management to increase rental
income.

 Rent review type                             % of rent roll at  % of rent roll at

31 December 2025
31 December 2024
 Fixed uplifts                                7.9%               9.4%
 Inflation-linked (RPI/CPI)                   40.3%              45.0%
 Open market                                  34.9%              31.1%
 Hybrid (higher of inflation or open market)  9.2%               12.9%
 No reviews 4  (#_ftn4)                       7.7%               1.6%

Leases with inflation-linked reviews specify minimum and maximum rental
growth, which average 1.5% and 3.6% respectively. In tandem with fixed rent
reviews, this provides certainty of the minimum rental increases the portfolio
will generate each year, which open-market and hybrid reviews can then
supplement. This reinforces our confidence in continuing to deliver attractive
long-term income growth. Information on rent reviews in the year can be found
in the Direct and active management section.

Portfolio quality reinforced by strong sustainability characteristics

EPC ratings are a key benchmark for both investors and occupiers and we are
continuing to work with our clients and consultants to improve the EPC ratings
of our buildings where possible. We are also constructing all our new
developments to a minimum standard of EPC A and BREEAM Excellent.

At 31 December 2025, 79.3% of the whole portfolio had an EPC rating of B or
above (31 December 2024: 79.5%), and 45% of all assets certified or expected
to be certified by BREEAM had a rating of Very Good or above (31 December
2024: 49%). The decrease in coverage of both statistics is due to the
acquisition of the Blackstone portfolio in October 2025. We believe that part
of the asset management value creation opportunity associated with the
Blackstone assets is to improve the EPC ratings which in turn will increase
their desirability to clients. Excluding the portfolio acquired from
Blackstone in FY25, like-for-like coverage for EPC B or above for the
portfolio has increased to 85.9% and BREEAM Very Good or above has increased
to 51%, reflecting the actions taken this year to decarbonise and improve the
energy efficiency of our assets.

Increasing ERVs and record rental reversion provide significant opportunity to
grow rental income

At each valuation date, the valuer independently assesses the estimated rental
value (ERV) of every asset in the investment portfolio. This is the rent the
property would be expected to secure through an open-market letting at that
date.

The investment portfolio ERV has continued to grow, reflecting the addition of
the Blackstone assets and like-for-like growth in the year of 4.0%.

 Investment portfolio ERV          31 December 2025  31 December 2024  Change
 ERV                               £462.0m           £395.4m           16.8%
 Contracted rent                   £360.9m           £313.5m           15.1%
 Rental reversion                  £101.1m           £81.9m            23.4%
 Rental reversion (%) 5  (#_ftn5)  28.0%             26.1%             1.9 pts

The portfolio acquired from Blackstone has further increased the level of
rental reversion. On acquisition, the urban logistics assets in that portfolio
had a 38% reversion, with average passing rents of £8.79 psf and an ERV of
£12.15 psf. We believe rents on these assets would remain affordable at the
ERV today and beyond, giving scope for subsequent income growth above today's
identified reversion. The big box assets acquired also had a 16% rental
reversion, to give a total blended reversion for the acquired portfolio of
£14.8 million or 28%, in line with our existing investment portfolio. A
£20.0 million reversionary bridge agreed with Blackstone as part of the
transaction effectively accelerates the capture of market reversion on the let
assets across the portfolio (i.e. excluding the void at acquisition),
providing a baseline for performance from 2026 onwards, which we will
endeavour to exceed through further rental growth and reducing vacancy rates.
See the financial review for more information.

Declining underlying portfolio vacancy

More generally, we have opportunities to capture the reversionary potential in
our portfolio through open-market rent reviews, lease renewals, new leases and
lease regears, as well as by filling vacancy in the investment portfolio.
Vacancy tends to arise because of shorter leases for urban logistics and
because our development programme includes a speculative element. We include a
standard void assumption of up to 12 months within our development appraisals
for speculative assets, despite commencing developing of these assets with
interest and dialogue with at least one potential client. Having buildings
available enables us to capture real-time demand in the market, as well as
carry out asset management initiatives such as refurbishments where needed,
helping to improve the rental tone of the entire estate.

The Blackstone urban logistics assets had a vacancy rate of 7.7% at the time
of acquisition, while the big boxes acquired were fully let. This composition
added 0.6% to underlying vacancy, which had otherwise declined by 0.8% to
2.5%, driven by leasing activity. Recent development completion vacancy
remained stable at 2.5% with letting activity offsetting speculative
completions in the period. At year end, total vacancy was 5.6% (31 December
2024: 5.7%).

 Vacancy composition         31 December 2025  31 December 2024  Change
 Underlying                  2.5%              3.3%              (0.8) pts
 Acquired Blackstone assets  0.6%              -                 0.6 pts
 Recent development          2.5%              2.4%              0.1 pts
 Total                       5.6%              5.7%              (0.1) pts

To assist in understanding our portfolio reversion and the likely timing and
quantum of its capture, the below tables show the potential rental income from
letting vacant assets and completing outstanding rent reviews, as well as the
lease events arising over the next three years that will allow us to capture
higher rental levels.

 Vacancy and outstanding reviews                     Contracted rent (£m)   % of contracted rent  ERV (£m)
 Vacancy                                             -                      n/a                   27.0
 Outstanding reviews from prior periods 6  (#_ftn6)  5.0                    1.4%                  6.2
 Total                                               5.0                    1.4%                  33.2

 

 

 Rent reviews and expiries 7  (#_ftn7)                    2026                                    2027                                    2028
 Review type             Frequency            Rent (£m)   % of contracted  ERV (£m)   Rent (£m)   % of contracted  ERV (£m)   Rent (£m)   % of contracted  ERV (£m)
 Index linked            Annual                33.8       9.4              40.4       33.8        9.4              40.4       33.8        9.4              40.4
                         5-yearly             26.7        7.4              34.6       17.6        4.9              23.7       13.0        3.6              13.4
 Open market and hybrid  Annual               -           -                -          1.8         0.5              1.7        -           -                -
                         5-yearly             22.7        6.3              31.5       23.0        6.4              26.7       23.1        6.4              26.6
 Fixed                   Annual               10.9        3.0              10.9       10.6        2.9              10.6       5.2         1.4              5.7
                         5-yearly             8.5         2.4              9.4        6.5         1.8              8.6        -            -               -
 Total rent reviews                           102.6       28.5             126.8       93.3       25.9             111.7      75.1        20.8             86.1
 Lease expiries                               12.1        3.4              18.2       20.0        5.5              24.9       12.5         3.5             14.9
 Total lease events in year                   114.7       31.9             145.0      113.3       31.4             136.6      87.6        24.3             101.0

Our priorities for 2026

In 2026, our priorities for the investment portfolio are to:

· dispose of the remaining non-strategic assets and continually optimise the
investment portfolio through asset disposals. We aim to dispose of £400-500
million in FY26 to reduce leverage towards the lower end of our 30-35% target
range. Our longer-term objective remains completing £250-350 million of
disposals per annum to support the financing of attractive opportunities; and

· continue to appraise opportunities in the market, to identify compelling
risk-adjusted opportunities to acquire assets for the investment portfolio.

2) Direct and active management

The table below shows our continued strong progress with capturing the value
inherent in our portfolio:

Asset management activities - key figures

                                                                     2025     2024     Change
 Completed disposals (£m gross proceeds) 8  (#_ftn8)                 353.2    140.4    151.6%
 Completed disposals (million sq ft)                                 2.2      0.6      266.7%
 Completed disposals (£m contracted rent)                            24.3     7.6      219.7%

 Acquisitions (£m consideration)                                     1,109.5  1,262.9  (12.1)%
 Acquisitions (million sq ft)                                        7.0      6.4      9.4%

 Portfolio subject to rent review in year (%)                        20.9     26.7     (5.8)pts
 Proportion of portfolio reviewed (%)                                21.2     24.4     (3.2)pts

 Change in contracted rent from lease expiries / new lettings (£m)   (0.1)    (0.3)    66.7%
 Contracted rent uplifts - reviews and lease events (£m)             10.5     11.9     (11.8)%
 Contracted rent uplifts - reviews and lease events (%)              12.5     12.5     0pts

 EPRA Like-For-Like Rental Growth (%)                                4.2      3.9      0.3pts

Our priorities for 2025

We set the following priorities for 2025 in relation to active management:

 Priority                                                                        Progress
 Continue to rotate out of non-strategic UKCM assets, in line with our ambition  We completed a further £204.3 million of disposals of non-strategic UKCM
 to completely exit from this position within two years of the acquisition       assets, bringing the total at the year end to £361.0 million or c.80% of the
 completion in May 2024.                                                         non-strategic assets acquired. We remain confident of disposing of the
                                                                                 remaining three assets within the planned timeframe.
 Continue to capture the significant rental reversion within the investment      We completed 61 initiatives in the year, adding a record £14.9 million to
 portfolio, with a focus on delivery of open-market reviews scheduled in the     rental income. These comprised 33 lettings and lease renewals, 26 rent reviews
 year, and ensure we maximise the potential of the recently acquired UKCM        and 2 solar projects.
 assets.
 Continue to develop our client insights to identify further opportunities to    We have continued to enhance our client insights, using our findings from site
 create incremental value through our active and hands-on approach to            inspections, one-to-one meetings, supply chain research and public filings
 management.                                                                     such as clients' accounts and trading updates. This is integrated into our
                                                                                 asset management strategy, which is driven by client, sector and geographical
                                                                                 intelligence. We have also benefited from our customer engagement platform we
                                                                                 introduced in 2024, which brings together all our client intelligence and
                                                                                 supports our ability to have informed conversations with them.

Realising value and recycling capital through disposals

Every six months, we conduct a thorough process to develop a five-year
business plan for each asset in the portfolio. This draws on expertise from
across our teams, including asset management, ESG, development, power and our
data analysts. Through this, we identify assets that are candidates for
disposal for reasons such as:

1) we have completed our asset management plans and maximised near-term
value;

2) the asset's investment characteristics no longer fit our desired portfolio
profile; or

3) the asset's future performance may be below others in the portfolio or have
more risk attached to it.

When we have identified candidates for disposal, we look closely at capital
market conditions to establish whether we are acting at the correct point in
the market cycle. We continually profile the most active buyers to establish
their desired income profile, coupled with their transactional experience and
credibility, to ensure we engage with credible purchasers able to complete on
transactions.

During 2025, we made further excellent progress with divesting the
non-strategic assets acquired with UKCM in May 2024. We completed a further
£204.3 million of disposals in the year, bringing the total to £361.0
million of exchanged or completed, representing c.80% of the non-strategic
assets acquired. The total disposals completed or exchanged to date reflect a
blended NIY of 7.3%, reflecting more challenging subsectors such as offices
and leisure, and were, in aggregate, achieved at a premium to the assets'
acquisition price.

At the year end, excluding assets exchanged, just three non-strategic assets
remained, comprising a purpose-built student accommodation scheme in Exeter, a
hotel in Newcastle and a leisure scheme in Kingston. Shortly after the period
end, we put under offer the Kingston-based leisure scheme.

In addition, we disposed of £148.9 million of logistics assets from the
portfolio. These included a 755k sq ft unit in Doncaster and two smaller
assets in Scotland. The proceeds represented a blended Net Initial Yield (NIY)
of 6.2% and were sold in line with their book value at 31 December 2024.

Growing and lengthening income

In 2025, 20.9% (2024: 26.7%) of the investment portfolio was due for a rent
review. We completed 26 reviews in the year, with the table below showing the
strong rental uplifts from the open-market reviews concluded.

EPRA like-for-like rental growth in 2025 was 4.2% (2024: 3.9%). However, this
calculation excludes the UKCM assets that we acquired in May 2024, as they
were not part of the portfolio throughout the 2024 comparative year. Rental
growth for the UKCM logistics assets since acquisition was 18%.

EPRA like-for-like rental growth is driven by both the scale of rental uplifts
achieved and the proportion of the portfolio subject to rent review in any
given year. With 26.7% of the portfolio up for review, 2025 represents a
relatively lighter review year compared with 2026, when approximately 28.4% of
the portfolio is scheduled for review.

2025 settled rent reviews and lease events

                                              Number  % of contracted rent  £m increase   Growth in passing rent
 Index linked                                 9       12.9%                 2.1           5.2%
 Open market                                  8       2.5%                  2.8           35.5%
 Hybrid                                       3       2.4%                  1.6           21.4%
 Fixed                                         6      3.4%                  0.4           3.9%
 Total rent reviews                           26      21.2%                 6.9           10.4%
 Lease events (renewals and extensions)       27      5.5%                  3.6           20.9%
 Total for all rent reviews and lease events  53      26.7%                 10.5          12.5%

Eight new lettings achieved during the period added £4.4 million to rent,
bringing the total rent added to £14.9 million.

Significant lease events during the year included agreeing:

·      five-year lease renewals with GXO at Swadlincote, Amazon at
Peterborough, Co-Op at Thurrock, and Unilever at Cannock;

·      a 20-year lease at Aston Clinton to a leading UK food and
beverages distributor, following the exit of the previous client, with a void
period of only one month; and

·      open-market rent reviews driving average increases of 35.5%, with
some exceeding 50%.

·      a 3MW solar PV Scheme became operational for Co-Op at
Biggleswade.

We increased rental income from our urban assets by £1.3 million or 19.9% in
2025, through 21 lease events and 11 rent reviews. This reflects our focus on
actively managing these assets, where the frequent lease events provide
regular opportunities to capture reversion. Our strategy for managing our
urban assets is driven by our sector, geographical and client intelligence,
including consideration of key common customers across our big boxes and urban
estates. The strategy encompasses:

·      an active inspection programme, which incorporates direct
customer engagement with an assessment of each asset's resilience to a
customer's future supply chain requirements and factors such as climate
change;

·      a refurbishment programme to capture reversion, reduce void
periods and unrecoverable property costs; and

·      ongoing focus on the common parts of our estates, to make them
attractive places to work and assist our clients with attracting the employees
they need. Our brand standards include improved amenities, signage and outdoor
seating, with enhancements to landscaping, lighting and roadways.

The modelling platform we have established for managing urban assets, with
significant in-house skills, resource and systems, enabled us to rapidly
integrate the assets acquired from Blackstone in the period, with business
plans completed for every unit and asset within four weeks of the acquisition.
By the end of the year, we had already undertaken several asset management
initiatives, including lease renewals and rent reviews, which collectively
have added value to the portfolio.

Enhancing sustainability performance through integration, engagement and
active management

By working in partnership with our clients on sustainability initiatives, we
can increase rental income and capital values while helping them to progress
their own ESG targets. We have therefore integrated sustainability
considerations throughout the investment lifecycle, as well as our management
of the Group's supply chain and engagement with our clients. Our objective is
to achieve market-leading ESG performance evidenced by our rankings in ESG
benchmarks, with a focus on practical action and value creation. Data is
integral to maximising our effectiveness, ensuring we are tracking our
performance and continuing to add value to our buildings through proactive
asset management and innovation.

In 2025, we focused on the following in respect of our investment portfolio:

·      Deepening our understanding of the actions needed to decarbonise
our portfolio and improve its climate resilience. Our portfolio's current
resilience to climate change is reflected in having 79.3% of all assets
meeting the proposed Minimum Energy Efficiency Standard of EPC B by 2030, and
we've had no insurance claims arising from climate-related incidents, such as
flooding or storms, in 2025. However, we recognise the need to continue to
enhance resilience and decarbonise our assets. These actions will be linked to
lease information through our integrated modelling and sustainability
platform, to determine the optimal time for delivery. In 2026, we will
continue to develop these plans, incorporating the assets acquired from
Blackstone.

·      Increasing solar PV capacity, by delivering 4.5MW of additional
solar PV capacity across the portfolio, bringing our total capacity to 29.0MW.
Solar PV provides an attractive return for us and a source of lower-cost and
renewable energy for our clients' operations. However, our progress with
rolling out installations has been slower than expected due to numerous
factors, including but not limited to, time to obtain planning consent, local
distribution network operator (DNO) capacity, and clients aligning their
existing utilities contract commitments to allow for supply variations. We
continue to pursue opportunities and have a further 26.0MW of prospective
solar projects in the pipeline.

·      Developing employability skills and increasing awareness of
opportunities in logistics for young people in our local communities. Through
our three charity partners (The King's Trust, Education and Employers, and
Schoolreaders) and our community benefit fund delivered through our new
developments, we have supported 62,094 young people, and contributed £221,790
to charitable causes.

Our ESG performance continues to be reflected in the Group's external ratings.
These include:

·      achieving four Green Stars from GRESB for our standing portfolio
for the fifth year in a row, with a score of 85/100, surpassing the peer group
average of 80;

·      ranking first in our peer group for development for the sixth
year running, retaining a score of 99/100 (peer average 92), achieving GRESB's
maximum five Green Stars, and being named as a sector leader in three
different categories;

·      retaining our EPRA sBPR Gold Level certification, which
recognises best practice in corporate ESG disclosures, for the fifth
consecutive year; and

·      Retaining our AA rating in MSCI and improving our CDP score from
B to A- in 2025.

Ongoing Tritax Management investment to enhance our asset management
capabilities

With the assets acquired from Blackstone adding more than 400 units to the
portfolio, Tritax Management has continued to invest in its capabilities, so
we can manage a larger and more granular portfolio as efficiently and
effectively as possible. During 2025, we further expanded and invested in the
team, adding to the diversity of professional backgrounds and skillsets. This
includes experience in senior roles at third-party logistics companies and in
operations for retail businesses.

We also further developed our modelling, analysis and reporting platform,
utilising AI and incorporating sustainability-linked initiatives such as our
decarbonisation plans and solar PV proposals. Similarly, by also incorporating
power resilience assessments to ensure assets remain fit for purpose and can
accommodate additional power requirements to facilitate EV charging,
automation and greater use of electrical heating.

Monitoring clients' financial performance

We closely monitor all clients' financial performance and covenant strength
each month. This includes using a third-party specialist credit analysis tool
called INCANS, which uses clients' accounts, aged debt, late filings and other
indicators to form a comprehensive and ongoing evaluation of their credit
strengths. Through tracking performance over time, combined with the
intelligence gleaned through our inspection programme, we can work with
clients to proactively address any potential issues. Our client engagement
platform enables our team to instantly see the latest financial score for each
client, together with the client's corporate accounts, meeting-update notes
and inspection reports.

Priorities for 2026

Our asset management priorities for the year ahead are to continue to:

·      further embed recently acquired assets into our operations

·      focus on rental reversion capture with a greater proportion of
the portfolio subject to review in 2026; and

·      enhance the quality and value of our urban logistics assets
through active asset management, through capturing reversion, refurbishment
and reducing vacancy.

3) Insight-driven development and innovation

Logistics development activity - key figures

                                                                     2025   2024   Change
 Development starts (million sq ft)                                  1.4    1.9    (26.3)%
 -       of which DMA starts (million sq ft)(( 9  (#_ftn9) ))        0.3    0.4    (25.0)%
 Development starts (£m ERV)                                         13.3   14.4   (7.6)%

 Space under construction (million sq ft)                            1.8    1.9    (5.3)%
 Space under construction (£m ERV)                                   19.6   21.8   (10.1)%

 Development completions (million sq ft)                             1.7    1.7    0%
 -       of which DMA completions (million sq ft)(9)                 0.6    0.0    n/m
 Development completions let (million sq ft)                         0.2    0.8    (75.0)%
 Development completions let (£m to passing rent)                    2.8    7.4    (62.2)%

 Development capex - logistics(£m)                                   231.0  221.7  4.2%
 Development capex - data centres (£m)                               209.0  0.0    n/m
 Total development capex (£m)                                        440.0  221.7  98.5%

 Development lettings (million sq ft)                                0.4    1.0    (60)%
 Development lettings (£m)                                           3.9    11.1   (64.9)%
 Development annualised contribution to passing rent (£m)            6.7    7.4    (9.5)%

 Average yield on cost for development lettings (%)                  8.0    7.1    0.9pts

 Planning consents secured (million sq ft)                           1.2    1.2    0%
 Total planning consented land at the year end (million sq ft)       5.1    5.3    (3.8)%

Our priorities for 2025

We set the following priorities for 2025 in relation to logistics development:

 Priority                                                                      Progress
 Commence construction on new developments consistent with our level of        We maintained an appropriate level of construction starts in 2025 consistent
 activity in 2024, subject to changes in the macroeconomic backdrop, with an   with 2024 levels, when excluding freehold activity.
 average targeted yield on cost towards the upper end of our 6-8% guidance

 range.                                                                        With construction starts having slowed across the market, we see supply
                                                                               constraints emerging in certain locations and we are therefore well placed to
                                                                               deliver our recent starts into a more positive environment than we saw during
                                                                               2025. The average yield on cost for our 2025 starts is expected to be at the
                                                                               upper end of our 6-8% guidance.
 Secure a blend of pre-lets and lettings of speculatively constructed assets.  Development lettings in the year totalled 0.4 million sq ft, adding £3.9
                                                                               million to contracted rent. While we had expected letting activity to be
                                                                               second-half weighted, the late timing of the Government's Budget contributed
                                                                               to delays in occupier decision-making which impacted our short-term leasing
                                                                               pipeline. Occupier interest remains encouraging and we currently have £8.9
                                                                               million of rental income in solicitors' hands, which we expect to convert into
                                                                               leases in H1 2026.
 Progress planning applications and ensure sufficient consented land is in a   We secured 1.2 million sq ft of new planning consents, with an additional 6.1
 credible delivery state to support our long-term development activity.        million sq ft awaiting determination. In aggregate, we have 5.1 million sq ft
                                                                               of land with planning.
 Aim to replenish land once developed, including considering acquiring land    During 2025, we secured options on a further 156 acres of land, with the
 with existing planning consents.                                              potential to support up to 2.4 million sq ft of logistics development.

                                                                               We also acquired two highly attractive sites for data centre development. See
                                                                               leveraging our expertise into power and data centres for more information.

Adding best in class logistics assets to our portfolio through a considered
and low-risk development model

Developing logistics assets replenishes our investment portfolio with brand
new and best-in-class buildings and enhances overall Shareholder returns,
driven in part by an attractive yield on cost of 6-8%, while ensuring we
carefully manage associated risks.

We control the UK's largest land portfolio for logistics development. It has
the potential to deliver approximately 32.1 million sq ft of new space, with
the scope to generate £295.3 million of contracted rent. The pipeline is
diversified geographically across 25 sites in prime locations and is highly
flexible, enabling us to match our clients' requirements from urban or last
mile assets to mega boxes.

We hold most of the land portfolio through long-term options. These are
capital efficient and reduce risk, as we typically only acquire the land once
we have received planning consent. This provides control over the quantum and
timing of our purchases. The options include a typical 15-20% discount to
prevailing land prices at the point of acquiring the land and we can offset
much of the site's planning and infrastructure costs against the purchase
price. This means we typically secure an attractive development profit on
drawdown of the land and are partially insulated from the impact of changing
land values over the longer term.

Holding land under long-dated options gives us flexibility to adjust our
development activity upwards or downwards to match prevailing market
conditions and optimise performance. As discussed above, we took advantage of
this flexibility in 2023 to adjust downwards our rate of development starts
and have maintained a broadly consistent level of activity since to carefully
optimise activity to prevailing market conditions.

A controlled level of speculative development is an important part of our
development programme, as it enables us to meet the needs of clients with more
immediate requirements for new space, which has been a greater component of
overall market take-up in the last few years. We take a considered approach to
speculative development and only proceed where we have a clear understanding
and evidence of occupier demand. We allow for up to 12 months' void period
post practical completion of the building when appraising speculative
development opportunities.

Recently, around 20% of market demand for new logistics assets has come from
occupiers looking to acquire the freehold, typically to use the unit for
manufacturing. We meet this need through development management agreements, as
described later in this section, and through occasional sales of assets we
develop, where it makes financial and strategic sense to do so.

Development progress in 2025

Having secured one of the largest pre-lets of the year in 2024, at the year
end, we had c.1.8 million sq ft under construction, with potential rental
income of £19.6 million, of which 53% has been let. We deployed £231.0
million of logistics development-related capex over the course of 2025, in
line with our guidance.

We reached practical completion on 1.7 million sq ft of developments in the
year, of which 0.6 million sq ft related to DMA projects and 0.2 million sq
feet was sold. Development completions in the period added £2.8 million to
annual passing rent and sales generating £10.9 million of profit on disposal.
Of the remaining speculative completions, much of which was back-end weighted
in the year, we see strong occupational interest and have approximately £8.9
million in solicitors' hands, which we anticipate securing leases on in the
early part of 2026.

During the course of 2025, we started on c.1.4 million sq ft of new space
which was phased to benefit from an improving occupational market in 2026.

As guided to, we have seen upward pressure on our development yield on costs
through a combination of stable construction costs, growing rents and later
phase developments benefiting from existing infrastructure from earlier
investment. Let development completions in 2025 have delivered an average
yield on cost of 8%.

We secured 1.2 million sq ft of planning consents and, at the year end, had
approximately 5.1 million sq ft of planning consented opportunities.

Our Investment Policy limits land and development exposure to 15% of GAV,
including a maximum exposure to speculative development of 5% of GAV. At the
year end, we remained well within these limits:

·      land and development exposure was 7.4% of GAV; and

·      speculative exposure (based on aggregated costs) was 3.1%.

The UK's largest land portfolio for logistics development

We categorise our development portfolio as follows, based on the timing of
opportunities:

·      Current Development Pipeline - assets under construction, which
are either pre-let, let during construction or speculative developments. The
Group owns these sites.

·      Near-term Development Pipeline - sites with planning consent
received or submitted, and where we aim to begin construction in the next
three years. The Group will own some of these sites, with others held under
option and either pending planning consent or where we have achieved outline
planning but have yet to acquire the land.

·      Future Development Pipeline - longer-term land opportunities,
which are principally held under option, and which are typically progressing
through the planning process.

1) Current development pipeline - assets under construction

At 31 December 2025, the Group had the following assets in the current
development pipeline. The total estimated cost to complete is £40.2 million
and the assets have the potential to add £19.6 million to annual passing
rents.

  Logistics development   Costs to completion
                          H1 2026  H2 2026  H1 2027  Total  Total       Contractual

rent / ERV
                                                            sq ft
                          £m       £m       £m       £m     m           £m
 Current speculative      9.7      13.3     5.1      28.1   0.8         9.8
 Current pre-let          10.5     1.6      -        12.1   1.0         9.8
 Total                    20.2     14.9     5.1      40.2   1.8         19.6

2) Near-term development pipeline - construction expected to commence within
the next 12 to 36 months

At the year end, the near-term development pipeline consisted of land capable
of accommodating 6.0 million sq ft of logistics space and delivering £58.7
million of annual rent. Of this:

·      3.6 million sq ft relates to land with planning consent; and

·      1.7 million sq ft relates to sites where we have submitted a
planning application.

As at 31 December 2025, the Group was awaiting decisions on planning
applications totalling 6.1 million sq ft.

The table below presents the near-term development pipeline at the year end.
Movements in the figures are driven by construction starting (which moves
space to the current development pipeline), or changes in our view on the
likely timing of starts, resulting in movements between the two categories
below. The ERVs in the table are based on current market rents and therefore
assume no further rental growth before the schemes become income producing.

 Logistics development                        Total sq ft    Current book value  Estimated cost to completion  ERV
                                              (Uncommitted)
                                                             £m                  £m                            £m
 Potential starts in the next 12 months       2.1m           46.8                216.5                         19.2
 Potential starts in the following 24 months  3.9m           47.9                503.8                         39.4
                                              6.0m           94.7                720.3                         58.6

3) Future development pipeline

The future development pipeline is predominantly controlled under longer-term
option agreements. Most option agreements contain an extension clause,
allowing us to extend the option expiry date where necessary. The future
development pipeline has sites at various stages of the planning process, with
multiple sites being currently promoted through local plans. We have continued
to replenish the pipeline by securing options over new sites.

At 31 December 2025, the future development pipeline comprised 1,163 net
acres, with the potential to support up to 25.3 million sq ft of development
and generate around £226.8 million of contracted rent, assuming no future
market rental growth.

During the year, the Group recorded an impairment against intangible and other
property assets of £29.1 million (2024: £4.0 million). The majority of this
impairment relates to a single site held under land option where our
expectations on the possible likelihood and timing of achieving planning
consent changed in the year. Given the site's national significance, including
its potential as a lower-carbon rail freight connected logistics hub, planning
consent was being progressed through a Development Consent Order (DCO), with
the ultimate decision made by the Secretary of State. In March 2025, the
Secretary of State did not grant planning consent to the scheme in our
proposed form. The impairment represents approximately half of the overall
value of the option and associated costs (noting that a proportion of the
overall acquisition consideration for DB Symmetry in 2019 had been allocated
to this option).

The remaining carrying value on the balance sheet is supported by a
third-party opinion of value in respect of the land option valuation. The
development team is revising its plans for the site, on the basis of feedback
from the DCO process, to seek alternative routes to its potential development.

Development management agreements

While our development programme primarily creates assets for the investment
portfolio, we occasionally work with a client to develop an asset for freehold
sale to them, where this may help us to gain planning, open up a site and
accelerate our profit capture.

We undertake these freehold sales through a development management agreement
(DMA), under which we manage the development of an asset in return for a fee
and/or profit share. The Group does not own the site during construction or
the completed investment and DMAs are therefore excluded from our asset
portfolio. DMAs deliver a high-return, capital-light but variable source of
profit, which we can recycle into other development or investment activity. We
also include pre-sales in the DMA category, where we sell land and then
typically undertake development services for the new landowner.

In 2025, we reached practical completion on a 0.4 million sq ft unit presold
to Siemens Healthineers, and a 0.3 million sq ft unit for Greggs that we
developed under a DMA. Total DMA income in 2025 was £15.5 million (2024:
£23.0 million), and our guidance for 2026 is currently our standard run rate
of £3-5 million. The treatment and impact of DMA income is further discussed
in the financial review.

Leveraging our expertise into power and data centres

We see opportunities to deliver exceptional returns to Shareholders through
pre-let data centre developments, formally launching our data centre
initiative in January 2025, and we are making considerable progress.

We have taken an innovative "power-first" approach to developing data centre
assets, recognising the acute scarcity of deliverable grid connections. In key
availability zones, the wait times for power connections are more than 10
years, which significantly restricts development of data centres in these
locations.

Our power-first model:

·      utilises our deep in-house understanding of the UK power network;

·      leverages our strong relationships with leading utility
companies, such as EDF Power Solutions;

·      identifies and secures existing grid connection agreements in key
data centre locations; and

·      identifies and secures appropriate sites.

This means our data centre developments can be income producing up to a decade
earlier than following the traditional real estate model of securing the land
first. Typically, we will provide the client with a powered shell, in which
the client is responsible for fitting out, operating and maintaining the data
centre. Both of our first two data centre developments, given their location
and quantum of available power, are attractive to both cloud services provides
and for AI inference.

In January 2025, we purchased the 74-acre Manor Farm site at Heathrow, London,
within the Slough Availability Zone. Simultaneously, we established a 50:50
joint venture with EDF Renewables, enabling accelerated power delivery to the
site using existing grid connection agreements, with 107MW to be provided in
H2 2027 and 40MW in 2029. This connectivity is supported by utility-scale
battery storage.

Manor Farm will be one of the UK's largest data centres, with the potential to
deliver a targeted yield on cost of 9.3%. The capital requirements are broadly
expected to be as follows:

·      initial funding of £80.0 million, covering the initial land
purchase (£70.0 million), the 50% joint venture stake (£6.1 million) and
associated costs (£3.9 million);

·      £185 million of capital expenditure, contingent on successful
planning and securing a pre-let; and

·      c.£100 million of costs contingent on success, including
contingent land consideration and Tritax Management Limited's profit share,
50% of which will be paid in Company shares.

We have very strong occupational interest in Manor Farm, and are in
negotiations on a potential pre-let with an occupier following two rounds of
competitive bidding. The planning process is ongoing and we are awaiting a
decision from the Secretary of State, with the Planning Inspectorate having
indicated a decision will be made on or before 17 March 2026.

During H1 2025, we secured a second data centre site, located in the broader
London availability zone. It has an initial 125MW of power with the potential
for future expansion. This site has the potential to deliver £23-25 million
of annual rent and a highly attractive target of 10-11% yield on cost. We have
had positive engagement with the local authority and submitted the planning
application towards the end of 2025.

We have a pipeline of further grid connection agreements totalling more than
1GW. Our target yield on cost for powered shell data centre opportunities is
9-11% and we expect our capital expenditure on data centre development to be
£100-200 million per annum over the medium term. Our total capital
expenditure on data centre development was £209 million in 2025, primarily
associated with land purchase costs and securing additional grid connection
agreements.

Enhancing ESG through our development activities

ESG is a core element of our approach to development. Our progress in the year
included:

·      Working to reduce embodied carbon emissions across our new
developments by prioritising lean design and low-carbon construction materials
where feasible.

·      Identifying the sustainability risks and opportunities of
expanding into data centres, by preparing an approach to deliver efficient,
low-carbon, resilient and high-quality data centre assets.

Further information on these initiatives is provided in the sustainability
section of the 2025 Annual Report.

 

 

Our priorities for 2026

Our priorities for the year ahead are to:

· deploy £200 to £250 million into new logistics developments, subject to
changes in the macroeconomic backdrop, with an average targeted yield on cost
towards the upper end of our 6-8% guidance range;

· achieve planning, a pre-let and commence construction of 107 MW data centre
scheme at Manor Farm, Heathrow;

· secure a blend of pre-lets and lettings of speculatively constructed
assets;

· progress planning applications and ensure sufficient consented land is in a
credible delivery state to support our long-term development activity; and

· aim to continue ongoing replenishment of our land portfolio.

 

Manager's report | Financial review

Our priorities for 2025

We set the following financial priorities for 2025:

 Priority                                                                   Progress
 Maintain the Group's strong balance sheet and liquidity, and keep the LTV  We continued to carefully manage the Group's balance sheet, issuing a £300.0
 below 35%.                                                                 million seven-year bond, conducting a tender offer that resulted in the
                                                                            repurchase and cancellation of £184.4 million of our 2026 2.625% loan notes,
                                                                            and securing a £650.0 million short-term debt facility to fund the cash
                                                                            consideration for the Blackstone portfolio acquisition.

                                                                            Following the acquisition, the LTV stood at 33.2% at the year end, within our
                                                                            target operating range of below 35%.
 Continue to rotate capital into higher-returning opportunities.            Our logistics and data centre development programmes have continued to be
                                                                            self-funded, with assets exchanged or disposed totalling £415.5 million in
                                                                            the year, in line with our guidance of £350-£450 million. These disposals
                                                                            comprised £266.6 million of non-strategic assets acquired with UKCM and
                                                                            £148.9 million of logistics assets. We invested £231.0 million into our
                                                                            logistics development programme and £209.0 million into our data centre
                                                                            development projects in 2025, which we expect to deliver superior risk
                                                                            adjusted returns.
 Deliver further growth in income, Adjusted earnings and dividends.         Net rental income increased by 10.6%, with Adjusted EPS excluding additional
                                                                            DMA income growing by 4.1%. The Company's progressive dividend policy resulted
                                                                            in a total dividend of 8.00 pence per share in respect of the year, up 4.4% on
                                                                            2024.

Overview

The Group delivered further strong financial performance in 2025. Net rental
income increased by 10.6%, including a full year of rental income from the
UKCM assets acquired in May 2024 and approximately 10 weeks' contribution from
the portfolio of assets acquired from Blackstone, as well as the benefits of
our asset management and development programmes, partially offset by asset
disposals. The Group recognised £15.5 million of DMA income in the year
(2024: £23.0 million).

Adjusted EPS excluding additional DMA income rose 4.1% to 8.38 pence (2024:
8.05 pence). Due to a reduced level of DMA income in the year, Adjusted EPS
was marginally lower at 8.87 pence (2024: 8.91 pence).

The key constituents of Adjusted EPS growth in the year are shown below:

                                                    p
 2024 Adjusted EPS                                  8.91
 Less: additional DMA income                        (0.86)
 2024 Adjusted EPS excluding additional DMA income  8.05

 Net revenue movements resulting from:
 - Investment assets                                0.34
 - Development activity                             0.20
 - Acquisitions                                     0.22
 - Corporate acquisition impact                     0.11
 - Disposals                                        (0.25)
 Administrative expenses                            (0.13)
 Net finance costs                                  (0.20)
 Other                                              0.04
 2025 Adjusted EPS excluding additional DMA income  8.38
 Additional DMA income                              0.49
 2025 Adjusted EPS                                  8.87

The total dividend for the year was 8.00 pence per share (2024: 7.66 pence),
an increase of 4.4% and in line with the Group's dividend policy.

The EPRA NTA per share at 31 December 2025 was 187.76 pence (31 December 2024:
185.56 pence), with growth driven by the £198.6 million (2024: £243.7
million) change in fair value of investment properties.

The business remains soundly financed, with an LTV of 33.2% (31 December 2024:
28.8%), including the impact from the cash consideration paid as part of the
acquisition of the Blackstone portfolio in October 2025 (see below). We were
pleased that Moody's Ratings upgraded the Company's credit rating to A3
(stable) from Baa1 (positive). See the Credit rating section for more
information.

Acquisition of the Blackstone portfolio

On 22 October 2025, the Company completed the acquisition of a £1.04 billion
logistics portfolio from Blackstone. The consideration comprised:

·      £632 million in cash, funded via a new £650 million debt
facility from Santander Corporate & Investment Bank; and

·      221,444,706 new Ordinary Shares 10  (#_ftn10) , at a price of 161
pence per share, representing a 13.5% premium to the closing share price of
141.9 pence per share on 10 October 2025 (the last date before the
announcement of the transaction).

The total consideration was therefore £974.3 million. The difference between
the total consideration and the fair value of the net assets acquired of
£985.3 million, net of acquisition costs, was a gain of £11.0 million. The
transaction has been accounted for as an asset acquisition, resulting in these
assets and liabilities initially being accounted for in the balance sheet at
fair value.

The consideration has been allocated across the net assets acquired by fair
valuing the debt acquired, fair valuing working capital acquired (given the
short term nature of the amounts these values have been taken to represent
cost), and fair valuing cash acquired (being the principal amount) with the
remaining consideration being allocated across the investment properties
acquired (refer to note 17).

 Assets and liabilities acquired          £m
 Investment property fair value           1,000.9
 Discount to cost on acquisition          (11.0)
 Investment property recognised at cost   989.9
 Cash                                     23.4
 Other net assets                         (21.6)
 Acquisition costs                        (17.4)
 Total consideration paid                 974.3
 Consideration paid - shares              329.1
 Deferred consideration                   13.0
 Consideration paid - cash                632.2

The property assets have subsequently been revalued at the year end, in line
with the Group's accounting policy, and therefore this gain has been
recognised within changes in fair value of investment property during the
year. Please also see note 17 to the financial statements.

We expect the acquisition to be mid-single digit accretive to Adjusted EPS
(excluding additional DMA) in 2026, supporting our income-led growth strategy
and enhancing our ability to target sustainable earnings and dividend
progression. Blackstone is providing an aggregate £20.0 million rental
reversion bridge, which we will recognise within Adjusted earnings over the
next three financial years, effectively accelerating the capture of the
portfolio's rental reversion. The combination of net rental income from the
acquired assets and the recognised reversionary bridge is expected to deliver
a day-one running yield of c.6.0%.

The reversionary bridge will be recognised on a reducing annual basis, to
reflect the actual capture of the rental reversion from rent reviews and other
lease events, as the actual rental reversion is expected to be captured and
passing rent increases over the period. We anticipate 50-60% of the
reversionary bridge will be recognised with Adjusted earnings in FY 2026,
40-50% in FY 2027 and 0-10% in FY 2028.

In addition to the reversionary bridge, Blackstone has agreed to provide
rental cover for one pre-let asset undergoing refurbishment, which is set to
complete in March 2026, with annual rental value of £2.5 million. There are a
number of vacant assets in the acquired portfolio. Rental cover is provided
for six vacant units with a total rental value of £1.3 million per annum,
with the rental guarantees on each of these assets running until the earlier
of when they are let or March 2027.

Presentation of financial information

The financial information is prepared under IFRS. The Group's subsidiaries are
consolidated at 100% and its interests in joint ventures are equity accounted
for.

The Board continues to see Adjusted EPS excluding additional DMA Income as the
primary measure of recurring earnings and the most appropriate measure when
determining dividend distributions. Adjusted EPS excluding additional DMA
income is based on EPRA's Best Practices Recommendations and excludes items
considered to be exceptional, not in the ordinary course of business or not
supported by recurring cash flows.

Financial results

Net rental income

Net rental income grew by 10.6% to £305.3 million (2024: £276.0 million), as
described in the overview section above.

Contracted annual rent at the year end was £360.9 million (31 December 2024:
£313.5 million), with the movement reconciled below. The annual passing rent
at the year end was £337.2 million (31 December 2024: £296.8 million).

 Contracted annual rent               £m
 As at 31 December 2024               313.5
 Development lettings                 3.9
 Acquisition                          4.6
 Rental reviews and asset management  14.9
 Portfolio acquired from Blackstone   54.9
 Disposals                            (24.1)
 Lease expiry                         (6.8)
 As at 31 December 2025               360.9

Other operating income - DMA income

As described in the Insight driven development and innovation section, the
Group earns DMA income from managing developments for third parties or
pre-selling developments to owner-occupiers. This is an attractive and
profitable activity as the third party typically funds the development,
resulting in a high return on capital for us. We include DMA income within
Adjusted earnings, as it is supported by cash flows.

DMA income is, however, more variable than property rental income and its
timing can affect our earnings from period to period. In 2025, the Group
recognised £15.5 million of DMA income (2024: £23.0 million).

In 2026 and over the medium term, we expect the run rate for DMA income to be
£3.0-5.0 million per year. To aid comparability across periods and to give us
a recurring earnings figure to base our dividend on, we also calculate
Adjusted earnings excluding DMA income above this run rate (see Profit and
earnings below). The additional DMA income is then available to be recycled
into development or investment opportunities.

Administrative and other expenses

Administrative and other expenses, which include all the operational costs of
running the Group, were £37.1 million (2024: £33.7 million). The Investment
Management fee for the year was £27.2 million (2024: £24.6 million),
reflecting a full year of the increased capital base following the May 2024
UKCM acquisition along with a reflection of the increased capital base
following the acquisition of the Blackstone portfolio.

The EPRA Cost Ratio (including vacancy cost) was 13.7% (2024: 13.6%). The EPRA
Cost Ratio (excluding vacancy cost) reduced to 12.4% (2024: 12.6%).

Operating profit

Operating profit before changes in fair value and other adjustments was
£281.6 million (2024: £265.3 million).

During the year, the Group sold or exchanged to sell £415.5 million of
investment assets. The loss on disposal of investment property in the year was
£11.5 million, reflecting acquisition costs incurred on these transactions.
In aggregate across the c.80% of UKCM assets realised to date, we have
achieved disposal prices for these assets in aggregate ahead of their
acquisition price. See the Direct and active management section for more
information.

The Group has also recorded an impairment against intangible and other
property assets of £29.1 million (2024: £4.0 million), as explained in the
Insight driven development and innovation section.

Financing costs

Net financing costs for the year were £68.9 million (2024: £63.5 million),
excluding the loss in the fair value of interest rate derivatives of £7.3
million (2024: £5.3 million loss). The weighted average cost of debt at the
year end was 3.6% (31 December 2024: 3.1%), reflecting higher interest rates
on recent debt issuance, including the bridging facility used to finance the
acquisition of the Blackstone portfolio. The bridging facility, which is only
expected to be in place for a temporary period, has financing costs payable at
a variable rate. The Group currently expects to repay this facility via a
combination of asset disposals and terming out the balance of this into the
longer-term fixed-rate debt markets during 2026. For this reason we quote our
debt financing metrics both inclusive and exclusive of the bridging facility.
The percentage of the Group's drawn debt that is either fixed rate or covered
by interest rate caps stood at 72.7% at 31 December 2025 (31 December 2024:
93%) when including the bridging facility, and 93.7% when excluding the
bridging facility. See hedging policy below for more information. Average
drawn debt during the year was £2,262.6 million (2024: £1,921.9 million).

In 2025, we capitalised £14.8 million of interest expense, up from £6.0
million in 2024. The increase is driven by the capital deployed into data
centre developments in the year, of which nearly all of this investment fell
in Q1 2025. Our data centre development pipeline differs from our logistics
development pipeline from an investment lead time perspective. Our logistics
assets are relatively quick to construct, at around nine to twelve months, and
our policy is to capitalise interest using our average cost of debt during the
vertical construction phase of the asset. In contrast, data centre projects
have longer timeframes attached to both the infrastructure works as well as
vertical construction; therefore we commence capitalising interest from the
point of land drawdown/infrastructure commencement. Our joint venture
agreement with EDF results in the Company charging a finance rate to the JV in
line with the current cost of borrowing under our corporate RCF. Interest
capitalised in relation to data centre developments is therefore
proportionately greater than for logistics developments.

The interest cover ratio, calculated as operating profit before changes in
fair value and other adjustments divided by net finance expenses, was 4.1x
(2024: 4.4x). The net debt to EBITDA 11  (#_ftn11) ratio was 8.6x (31 December
2024: 7.3x).

Tax

The Group has continued to comply with its obligations as a UK REIT and is
exempt from corporation tax on its property rental business.

A tax charge of £nil million arose in the year (2024: £0.3 million).

Profit and earnings

Profit before tax was £363.3 million (2024: £445.8 million), with the
movement between the two years primarily reflecting the overall growth in
operating profit before changes in fair value and other adjustments, the
valuation performance of the Group's investment properties, impairment charges
(as noted above) and the difference in net finance expense.

Basic EPS was 14.39 pence (2024: 19.67 pence). Basic EPRA EPS, which excludes
the impact of property valuation movements, was 8.43 pence (2024: 8.93 pence).

Adjusted EPS 12  (#_ftn12) for the year was 8.87 pence (2024: 8.91 pence) (see
note 15 for the calculation). The metric we see as closest to recurring
earnings is Adjusted EPS excluding DMA income above the anticipated run rate,
which was 8.38 pence for the year (2024: 8.05 pence).

Once the completion accounting is finalised for the Blackstone portfolio
acquisition, the Company may issue up to 8 million further Ordinary Shares to
Blackstone as the final tranche of the acquisition consideration. See note 15
to the financial statements for information on fully diluted EPS calculations.

Dividends

We aim to deliver an attractive and progressive dividend. The Board's policy
is for the first three quarterly dividends to each represent 25% of the
previous full-year dividend, with the fourth-quarter dividend determining any
progression. The aim is to achieve an overall payout ratio in excess of 90% of
Adjusted earnings (excluding additional DMA income).

Following this policy, the Board has declared the following interim dividends
in respect of 2025:

 Declared          Amount per share  In respect of three months to  Paid/to be paid
 8 May 2025        1.915p            31 March 2025                  13 June 2025
 6 August 2025     1.915p            30 June 2025                   5 September 2025
 8 October 2025    1.915p            30 September 2025              27 November 2025
 27 February 2026  2.255p            31 December 2025               27 March 2026
 Total             8.000p

The total dividend of 8.00 pence was a 4.4% increase (2024: 7.66 pence). The
payout ratio was 95% of Adjusted EPS excluding additional DMA income.

The cash cost of the dividends in relation to the year was £200.9 million
(2024: £174.9 million). See note 16 for the calculation.

Portfolio valuation

The total portfolio value at 31 December 2025 was £7.89 billion (31 December
2024: £6.55 billion), including the Group's share of joint ventures:

                          31 December 2025  31 December 2024
                          £m                £m
 Investment properties    7,391.1           5,929.4
 Other property assets    0.8               1.7
 Land options (at cost)   124.2             148.8
 Share of joint ventures  25.2              24.4
 Financial Asset          2.4               3.2
 Assets held for sale     350.9             440.4
 Portfolio value          7,894.6           6,547.9

CBRE and JLL independently value the Group's assets that are leased,
pre-leased or under construction. These assets are recognised in the Group
Statement of Financial Position at fair value. The gain recognised on
revaluation of the Group's investment properties was £198.6 million (2024:
£243.7 million). The investment portfolio equivalent yield at the year end
remained stable at 5.7% (31 December 2024: 5.7%), along with our net
reversionary yield of 5.9% (2024: 5.9%). This was supplemented by continued
progress with the development programme and further growth in ERVs, which were
4.0% higher over the period (2024: 3.6%).

Colliers independently values all owned and optioned land. Under IFRS, land
options are recognised at cost and subject to impairment review. As at 31
December 2025, the Group's investment in land options totalled £124.2 million
(31 December 2024: £148.8 million). As noted earlier in the financial review
and the Insight driven development and innovation section, we recorded an
impairment charge of £29.1 million, largely in relation to the Group's option
on land over a single strategic site.

The share of joint ventures in the table above comprises 50% interests in
certain SPVs, relating to land and land options, as well as the Manor Farm
joint venture. These are equity accounted for and appear as a single line item
in the Statement of Comprehensive Income and Statement of Financial Position.

Capital expenditure

Capital expenditure totalled £1,544.0 million in the year (2024: £1,434.4
million). This included:

·      £231.0 million of capital investment into logistics development
(2024: £221.7 million);

·      £209.0 million of capital investment related to our data centre
projects, which included acquiring the Manor Farm site, our second data centre
site and a grid connection agreement (2024: £nil); and

·      £1,065.9 million for the portfolio acquired from Blackstone and
one standing investment purchase (2024: £1,149.1 million for the acquisition
of UKCM and one standing asset).

Embedded value within land options

As land under option approaches the point of receiving planning consent, any
associated risk should reduce and the fair value should increase. When
calculating EPRA NTA, the Group therefore makes a fair value mark-to-market
adjustment for land options. At the year end, the fair value of land options
was £17.7 million greater (31 December 2024: £18.0 million greater) than
costs expended to date.

Net assets

The table below reconciles the movement in EPRA NTA per share during the year:

                                            p
 EPRA NTA per share as at 31 December 2024  185.56
 Operating profit net of finance costs      6.82
 Investment assets                          1.63
 Development assets                         4.89
 Land options                               (1.09)
 Portfolio acquired from Blackstone         (2.62)
 Dividends paid                             (7.43)
 EPRA NTA per share as at 31 December 2025  187.76

The Total Accounting Return for the year, which is the change in EPRA NTA plus
dividends paid, was 5.5% (2024: 9.0%). When excluding items considered to be
non-recurring, which include impairment of land options, performance of the
non-core assets held in the year and the dilutive impact of the share issue in
relation to the acquisition of the Blackstone assets, the underlying Total
Accounting Return was 8.5%. A full reconciliation can be seen below:

                                    %
 Earnings return                    4.7
 Investment portfolio performance   1.9
 Development portfolio performance  2.6
 Other                                (0.7)

Underlying Total Accounting Return
                                8.5

Non-core asset performance
                                   (1.0)

Land option impairment charge
                                 (0.6)

Share issue in relation to Blackstone portfolio acquisition
             (1.4)

Total Accounting Return
                                       5.5

 

Equity issuance

In relation to the acquisition of the portfolio from Blackstone, the Company
issued 221,444,706 new Ordinary Shares to Blackstone at an issue price of
161p, a 13.5% premium to the closing share price immediately prior to the
announcement of the transaction. These shares were admitted to trading on 22
October 2025. Following this, the Company had 2,702,122,165 Ordinary Shares in
issue at 31 December 2025, an increase of 8.9% at the year end.

Debt capital

At 31 December 2025, the Group had the following borrowings:

 Lender                          Maturity  Loan commitment  Notional amount drawn  Balance sheet carrying value
                                 £m                         £m                     £m
 Loan notes
 2.625% Bonds 2026               Dec-26    65.6             65.6                   65.6
 2.86% Loan notes 2028           Feb-28    250.0            250.0                  250.0
 2.98% Loan notes 2030           Feb-30    150.0            150.0                  150.0
 3.125% Bonds 2031               Dec-31    250.0            250.0                  248.5
 4.75% Bonds 2032                Nov-32    300.0            300.0                  297.1
 1.5% Green Bonds 2033           Nov-33    250.0            250.0                  247.7
 Bank borrowings
 RCF (syndicate of seven banks)  Oct-29    500.0            190.0                  190.0
 RCF (syndicate of six banks)    Jun-30    400.0            133.0                  133.0
 Helaba                          Jul-28    50.9             50.9                   50.9
 PGIM Real Estate Finance        Mar-27    90.0             90.0                   90.0
 Canada Life                     Apr-29    72.0             72.0                   72.0
 Barclays                        Oct-27    150.0            150.0                  150.0
 Barings Real Estate Advisers    Apr-27    100.0            100.0                  100.0
 Barings Real Estate Advisers    Feb-31    100.0            100.0                  100.0
 Santander                       Apr-28    622.0            622.0                  622.0
 Total                                     3,350.5          2,773.5                2,766.8

During the year, the Group agreed a £650.0 million facility with Santander
Corporate & Investment Banking, to finance the cash consideration for the
Blackstone portfolio acquisition. The facility has an opening margin of 80 bps
above SONIA and an initial term of 12 months, with the option to extend by 18
months fully at the Company's discretion. Our current intention is to
refinance this loan in the short-term via a mix of asset disposals and longer
term debt refinancing.

In June 2025, we announced that we had entered into a new £400.0 million
unsecured RCF with a syndicate of existing and new lenders, to refinance the
previous £300.0 million RCF and provide further capacity to support our
investment and development activities. The new RCF has an initial five-year
term and can be extended to seven years with lender consent. It also contained
an uncommitted £200.0 million accordion option. It features the same margin
ratchet as the previous facility, with an opening margin of 110 bps and a
margin reduction in future if the Company receives a rating upgrade to A3 or
higher from Moody's or the equivalent from S&P or Fitch.

The Company also successfully priced a new £300.0 million bond in November
2025, under its £1.5 billion Euro Medium Term Note Programme. The 2032 Notes
have a tenor of seven years and an interest rate of 4.75%, priced at 85 bps
over the seven-year benchmark Gilt.

At the same time, the Company announced a tender offer to repurchase its
outstanding £250.0 million 2.625% unsecured bonds due 14 December 2026. The
Company received valid tenders of £184.4 million, at a purchase price of
98.6%. Following cancellation of the purchased notes, notes with a nominal
value of £65.6 million remain outstanding.

Including the bridging facility, 58.7% of the Group's drawn debt as at 31
December 2025 was at fixed interest rates. When excluding the bridging
facility, this increases to 75.7%. For its variable rate debt, the Group
typically uses interest rate caps which run coterminous with the respective
loan and protect the Group from significant increases in interest rates. As
the new Santander facility has an initial term of only 12 months and our
intention is to refinance it as stated above, we have chosen not to hedge this
debt. As a result, the Group had either fixed or capped rates on 73% of its
drawn debt at the year end (31 December 2024: 93%). Excluding the Santander
facility, 94% of drawn debt is at fixed or capped rates. Our policy remains to
have at least 90% of drawn debt at either fixed or capped rates.

 

Debt maturity

At the year end, assuming all borrower extensions would be utilised, the
Group's debt had an average maturity of 4.3 years (31 December 2024: 4.7
years). Excluding the Santander facility, the average maturity was 4.8 years
at 31 December 2025.

Loan to value (LTV)

The Group has a conservative leverage policy. At the year end, the LTV was
33.2% (31 December 2024: 28.8%), with the increase primarily resulting from
the debt-financed element of the consideration attached to the portfolio
acquired from Blackstone. As previously announced, we intend to undertake
targeted disposals in order to reduce the LTV back towards 30%. For 2026, we
are targeting disposals of £400-500 million and our longer-term guidance for
asset disposals is £250-350 million per annum.

Net debt and operating cash flow

Net debt at the year end was £2,616.7 million (31 December 2024: £1,883.3
million), comprising £2,773.5 million of gross debt less £130.6 million of
available cash held (31 December 2024: £1,963.9 million gross debt, £80.6
million cash).

Net operating cash flow was £312.8 million for the year (2024: £195.4
million).

Going concern

We continue to have a healthy liquidity position, with strong levels of rent
collection, a favourable debt maturity profile and debt costs which are
substantially fixed or hedged.

The Directors have reviewed our current and projected financial position over
a five-year period, making reasonable assumptions about our future trading
performance. Various forms of sensitivity analysis have been performed, in
particular regarding the financial performance of our clients and expectations
over lease renewals. As at 31 December 2025, our property values would have to
fall by approximately 50% before our loan covenants are breached at the
corporate level.

At the year end, we had £577 million of undrawn commitments under our senior
debt facilities and £130.6 million of cash, of which £46.8 million (see note
34) was committed under various development and purchase contracts. Our loan
to value ratio stood at 33.2%, with the debt portfolio having an average
maturity term assuming all borrower extensions would be utilised, of
approximately 4.3 years.

As at the date of approval of this report, we had substantial headroom within
our debt covenants. Our financial covenants have been complied with for all
loans throughout the period and up to the date of approval of these financial
statements. As a result, the Directors have a reasonable expectation that the
Company and the Group have adequate resources to continue in operational
existence for the foreseeable future, which is considered to be to date.

Credit rating

In October 2025, Moody's Ratings upgraded the Company's credit rating to A3
(stable) from Baa1 (positive).

This followed the portfolio acquisition from Blackstone and reflects our
growing scale, increased portfolio diversification and continued focus on
resilient, high-quality logistics assets. In addition, Moody's recognised the
significant opportunity to deliver exceptional risk-adjusted returns through
our innovative "power-first" data centre development strategy.

In its published rationale, Moody's highlighted the following key drivers for
the upgrade:

·      Resilient portfolio performance: The continued strong operational
performance of our prime logistics portfolio, evidenced by high occupancy
levels, sustained rental growth and positive rental reversions.

·      Increased diversification: The meaningful increase in the number
of assets in the portfolio and greater diversification of our product
offering, via entry into the attractive urban logistics sector and securing a
data centre pipeline.

·      Prudent financial policy: Our consistent track record of
maintaining a strong balance sheet, demonstrated by a disciplined approach to
leverage with a low LTV ratio and a well-termed, largely fixed-rate debt
profile.

 

Alternative Investment Fund Manager (AIFM)

The Manager is authorised and regulated by the Financial Conduct Authority
(FCA) as a full-scope AIFM. The Manager is therefore authorised to provide
services to the Group and the Group benefits from the rigorous reporting and
ongoing compliance applicable to AIFMs in the UK.

As part of this regulatory process, Langham Hall UK Depositary LLP (Langham
Hall) is responsible for cash monitoring, asset verification and oversight of
the Company and the Manager. In performing its function, Langham Hall conducts
a quarterly review during which it monitors and verifies all new acquisitions,
share issues, loan facilities and other key events, together with Shareholder
distributions, the quarterly management accounts, bank reconciliations and the
Company's general controls and processes. Langham Hall provides a written
report of its findings to the Company and to the Manager, and to date it has
not identified any issues. The Company therefore benefits from a continuous
real-time audit check on its processes and controls.

Guidance

The table below summarises the guidance we have included throughout this
report:

 Aspect                                      Guidance
 Portfolio rental reversion capture          Potential opportunity to capture 73% by 2028

 Blackstone portfolio acquisition accretion  Expected to be mid-single digits enhancement to earnings per share in 2026 and
                                             meaningfully accretive thereafter

 Logistics development capex                 £200-250 million per annum at 6-8% yield on cost
 Data centre development capex               £100-200 million per annum at 9-11% yield on cost
 Asset disposals                             FY26: £400-500 million expected disposals subject to market conditions

                                             Longer-term: £250-350 million per annum at 5-6% NIY

 DMA income                                  Expected run rate of £3.0-5.0 million per annum with ad hoc guidance provided
                                             in year as required

 LTV                                         Reduce to the lower end of the 30-35% target range, through the additional
                                             disposals set out above.

 Capitalised interest                        FY26: Approximately £15-20 million, subject to data centre construction
                                             timing

Post balance sheet events

In January and February 2026, the Company sold £12.3 million of non-strategic
assets and exchanged £11.5 million of logistics investment assets.

Priorities for 2026

Our financial priorities for the year ahead are to:

·      maintain a strong balance sheet and modestly reduce the LTV from
its current position to provide the Group with greater financial flexibility;

·      through a rigorous focus on delivering strong operational
performance, continue to grow income, Adjusted earnings per share and
dividends; and

·      continue to rotate capital into risk-adjusted accretive
opportunities, maintaining our selective and disciplined approach to capital
allocation.

 

Key performance indicators

Our objective is to deliver attractive, low-risk returns to shareholders, by
executing the Group's Investment Policy and operational strategy. Set out
below are the key performance indicators we use to track our progress. For a
more detailed explanation of performance, please refer to the Manager's
Report.

 KPI                                                           Relevance to strategy                                                           Performance
 1. Total accounting return (TAR)                              TAR calculates the change in the EPRA net tangible assets (EPRA NTA) over the   5.5% for 2025
                                                               period plus dividends paid. It measures the ultimate outcome of our strategy,

                                                               which is to deliver value to our Shareholders through our portfolio and to      (2024: 9.0%)
                                                               deliver a secure and growing income stream.

                                                                                                                                               8.5% when excluding non-recurring items, see financial review for
                                                                                                                                               reconciliation.
 2. Dividend per share                                         The dividend reflects our ability to deliver a low-risk but growing income      8.00p for 2025
                                                               stream from our portfolio and is a key element of our TAR.

                                                                                                                                               (2024: 7.66p)
 3. EPRA NTA per share(1)                                      The EPRA NTA reflects our ability to grow the portfolio and to add value to it  187.76p at 31 December 2025
                                                               throughout the lifecycle of our assets.

                                                                                                                                               (31 December 2024: 185.56p)
 4. Loan to value ratio (LTV)                                  The LTV measures the prudence of our financing strategy, balancing the          33.2% at 31 December 2025
                                                               potential amplification of returns and portfolio diversification that come

                                                               with using debt against the need to successfully manage risk.                   (31 December 2024: 28.8%)
 5. Adjusted earnings per share                                The Adjusted EPS reflects our ability to generate earnings from our portfolio,  8.87p for 2025
                                                               which ultimately underpins our dividend payments.

                                                                                                                                               (2024: 8.91p)

                                                                                                                                               8.38p excluding additional development management income

                                                                                                                                               (2024: 8.05p)

                                                                                                                                               See note 1 within EPRA and other key performance indicators.
 6.Total Expense Ratio                                         This is a key measure of our operational performance. Keeping costs low         0.79% at 31 December 2025
                                                               supports our ambition to maximise returns for shareholders.

                                                                                                                                               (31 December 2024: 0.83%).
 7. Weighted average unexpired lease term (WAULT)              The WAULT is a key measure of the quality of our portfolio. Long lease terms    9.6 years at 31 December 2025
                                                               underpin the security of our income stream.

                                                                                                                                               (31 December 2024: 10.3 years)
 8. Global Real Estate Sustainability Benchmark (GRESB) score  The GRESB score reflects the sustainability of our assets and how well we are   85/100 and 4 Green Star rating for 2025
                                                               managing ESG risks and opportunities. Sustainable assets protect us against

                                                               climate change and help our clients to operate efficiently.                     (2024: 85/100, 4 Green Star rating)

                                                                                                                                               99/100 and 5 Green Star rating for developments for 2025

                                                                                                                                               (2024: 99/100 and 5 Green Star rating for developments)

(1) EPRA NTA is calculated in accordance with the Best Practices
Recommendations of the European Public Real Estate Association (EPRA). We use
these alternative metrics as they provide a transparent and consistent basis
to enable comparison between European property companies.

 

EPRA performance indicators

The table below shows additional performance measures, calculated in
accordance with the Best Practices Recommendations of the European Public Real
Estate Association (EPRA). We provide these measures to aid comparison with
other European real estate businesses.

For a full reconciliation of all EPRA performance indicators, please see Notes
to the EPRA and other key performance indicators.

 Measure and Definition                 Purpose                                                                          Performance
 1. EPRA Earnings (Diluted)             A key measure of a group's underlying operating results and an indication of     £212.7m / 8.42p per share for 2025

                                      the extent to which current dividend payments are supported by earnings.

 See note 15                                                                                                             (2024: £202.3m / 8.93p per share)
 2. EPRA Net Tangible Assets            Assumes that entities buy and sell assets, thereby crystallising certain         £5,073.8m / 187.76p per share as at 31 December 2025

                                      levels of unavoidable deferred tax.

 See note 30                                                                                                             (31 December 2024: £4,603.2m / 185.56p per share)
 3. EPRA Net Reinstatement Value (NRV)  Assumes that entities never sell assets and aims to represent the value          £5,608.4m / 207.56p per share as at 31 December 2025
                                        required to rebuild the entity.

                                                                                                                         (31 December 2024: £5,048.5m / 203.51p per share)
 4. EPRA Net Disposal Value (NDV)       Represents the shareholders' value under a disposal scenario, where deferred     £5,216.7m / 193.06p per share as at 31 December 2025
                                        tax, financial instruments and certain other adjustments are calculated to the

                                        full extent of their liability, net of any resulting tax.                        (31 December 2024: £4,777.8m / 192.60p per share)
 5 EPRA Net Initial Yield (NIY)         This measure should make it easier for investors to judge for themselves how     4.38% as at 31 December 2025
                                        the valuations of two portfolios compare.

                                                                                                                         (31 December 2024: 4.26%)
 6 EPRA 'Topped-Up' NIY                 This measure should make it easier for investors to judge for themselves how     4.64% as at 31 December 2025
                                        the valuations of two portfolios compare.

                                                                                                                         (31 December 2024: 4.61%)
 7. EPRA Vacancy                        A "pure" (%) measure of investment property space that is vacant, based on       5.6% as at 31 December 2025
                                        ERV.

                                                                                                                         (31 December 2024: 5.7%)
 8. EPRA Cost Ratio                     A key measure to enable meaningful measurement of the changes in a company's     13.7% for 2025 including vacancy costs
                                        operating costs.

                                                                                                                         (2024: 13.6%)

                                                                                                                         12.4% for 2025 excluding vacancy costs

                                                                                                                         (2024: 12.6%)
 9. EPRA LTV                            A key shareholder-gearing metric to determine the percentage of debt comparing   35.4% as at 31 December 2025
                                        to the appraised value of the properties.

                                                                                                                         (31 December 2024: 30.1%)

 

 

Principal risks and uncertainties

The Board has overall responsibility for risk management and internal
controls, with the Audit and Risk Committee reviewing the effectiveness of the
risk management process on its behalf. We aim to operate in a low-risk
environment, focusing on a single subsector of the UK real estate market to
deliver attractive, growing and secure income for Shareholders, together with
the opportunity for capital appreciation.

The Board recognises that effective risk management is important to our
success. Risk management ensures a defined approach to decision making that
decreases uncertainty surrounding anticipated outcomes, balanced against the
objective of creating value for Shareholders.

Approach to managing risk

Our risk management process is designed to identify, evaluate, manage and
mitigate (rather than eliminate) the significant risks we face. The process
can therefore only provide reasonable, and not absolute, assurance. As an
investment company, we outsource key services to the Manager, the
Administrator and other service providers, and rely on their systems and
controls. At least twice a year, the Board undertakes a formal risk review,
with the assistance of the Audit and Risk Committee, to assess the
effectiveness of our risk management and internal control systems. During
these reviews, the Board has not identified or been advised of any failings or
weaknesses which it has determined to be material.

Risk appetite

The Group's risk appetite is reviewed annually and approved by the Board in
order to guide the business. The risk appetite defines tolerances and targets
for our approach to risk, with our risk appetite likely to vary over time due
to broader economic or property cycles. In addition, we have a specific
Investment Policy, which we adhere to and for which the Board has overall
responsibility. For example, we have a limit within our Investment Policy,
which allows our exposure to land and unlet development to be up to 15% of
gross asset value, of which up to 5% can be invested in speculative
development.

Principal risks and uncertainties

Further details of our principal risks and uncertainties are set out below.
They have the potential to materially affect our business. Some risks are
currently unknown, while others that we currently regard as immaterial and
have therefore not been included here, may turn out to be material in the
future. The principal risks are the same as detailed in the 2024 Annual
Report.

Emerging Risks

As well as the Principal risks, the Directors have identified a number of
emerging risks which are considered as part of the formal risk review. On a
biannual basis the Directors, along with the Manager, undertake a horizon
scanning exercise to identify possible emerging risks. Emerging risks
encompass those that are rapidly evolving, for which the probability or
severity are not yet fully understood. As a result, any appropriate
mitigations are also still evolving. However, these emerging risks are not
considered to pose a material threat to the Company in the short term,
although this could change depending on how these risks evolve over time.

Senior members of the Manager are responsible for day-to-day matters and have
a breadth of experience across all corporate areas; they consider emerging
risks and any appropriate mitigation measures required. These emerging risks
are then raised as part of the bi-annual risk assessment where it is
considered whether these emerging risks have the potential to have a
materially adverse effect on the Company. Given the significance of both the
Data Centre strategy and the Blackstone acquisition during the year, the Board
did consider whether these transactions and the integration of the UKCM
portfolio from the prior year influenced the principal risks as set out below.
In short, the Board did not perceive these transactions to present any
additional principal risks to the business, but the analysis has been updated
to reflect the fact that these transactions have the potential to impact
existing principal risks of the business. The emerging risks that could impact
the Company's performance cover a range of subjects which include, but are not
restricted to, technological advancement/AI, cyber risk, supply chain
disruption and ongoing macro-economic volatility.

The Board is conscious of recent geopolitical events such as the UK budget
changes, along with the ongoing conflict in the Middle East and between Russia
and Ukraine. Added to these is the unpredictability of the policy setting of
the US government, which all have the potential to cause uncertainty in a
short space of time. The Board continue to monitor these events, along with
interest rates and the general financial markets closely given the direct
impact on the business.

PROPERTY RISK

1.   Client default - the risk around one or more of our clients
defaulting

Net probability

High

Net Impact

Moderate - The default of one or more of our Clients would immediately reduce
revenue from the relevant asset(s). If the Client cannot remedy the default
and we have to evict the Client, there may be a continuing reduction in
revenues until we are able to find a suitable replacement Client, which may
affect our ability to pay dividends to Shareholders.

Mitigation

Our investment policy limits the exposure to any one client to 20% of gross
assets or, where clients are members of the FTSE, up to 30% each for two such
clients. This prevents significant exposure to a single client. To mitigate
geographical shifts in client's focus, we invest in assets in a range of
locations, with easy access to large ports and key motorway junctions. Before
investing, we undertake thorough due diligence, particularly over the
financial strength of the underlying covenant and any group financial
covenants. We select assets with strong property fundamentals (good location,
modern design, sound fabric), which should be attractive to other clients if
the current client fails. We continually monitor and keep the strength of our
client covenants under review. In addition, we focus on assets that are
strategically important to the client's business. Our maximum exposure to any
one client (calculated by contracted rental income) was 13% as at 31 December
2025.

 

2. Portfolio strategy and industry competition - the ability of the Company to
execute on its strategy and deliver performance.

Net probability

Medium

 

Net impact

Slight - An adverse change in the performance of our property portfolio may
lead to lower returns for Shareholders or a breach of our banking covenants.
Market conditions may lead to a reduction in the revenues we earn from our
property assets, which may affect our ability to pay dividends to
Shareholders. A severe fall in values may result in a fall in NAV as well as a
need to sell assets to repay our loan commitments. In a high inflationary
environment, certain caps within rent review clauses may prevent us from
capturing the full benefit of higher inflation. Competitors in the sector may
be better placed to secure property acquisitions, as they may have greater
financial resources, thereby partly restricting the ability to grow our NAV,
deliver value to shareholders, further diversify the portfolio and add
additional liquidity to our shares.

 

Mitigation

The Group is focused on a single sector of the commercial property market, the
property portfolio is approximately 94% let, with long unexpired weighted
average lease terms and an institutional-grade client base. Occupier demand is
structurally supported by a range of sectors. Our leases contain upward-only
rent reviews, which are either fixed, RPI/CPI linked or at open market value.
These factors help support our asset values and overall portfolio performance.
We undertake ongoing reviews of asset performance along with a review over the
balance of our portfolio as well as considerations over covenant, location and
building type/size. Our asset performance is regularly appraised and where we
feel the assets are mature in terms of performance, they are ear-marked for
potential disposal. Our development portfolio is executed in a low-risk manner
utilising capital efficient option agreements and only deploying significant
capital once we have secured a pre-let or where a depth of occupier demand
supports the case for speculative development.

3. Performance of the sectors clients operate in

Net probability

Medium

 

Net impact

Moderate - Our focus on UK logistics means we directly rely on a number of
sub-sectors to lease our assets and meet their rental obligations.
Insolvencies and CVAs among these occupiers could affect our revenues and
property valuations. Poor performance and low profitability could affect our
ability to collect rental income and the overall level of demand for space.
This could in turn impact future rental growth. A broad range of sectors and
clients diversifies our portfolio risk.

 

Mitigation

The diversity of our institutional-grade client base means the impact of
default of any one of our clients is low-moderate. In addition to our due
diligence on clients before an acquisition or letting, we regularly review the
performance of the sub-sectors, the position of our clients against their
competitors and, in particular, the financial performance of our clients. We
have also increasingly been diversifying our client exposure to various
sub-sectors, for instance within the retail sector i.e. online, food,
homeware, fashion, other. The breadth of client sector exposure has been
enhanced following the UKCM and Blackstone transaction. The risk around
traditional retail is mitigated by the increase in online retail sales and
supply chain concerns which has driven occupational demand. Our portfolio is
modern and of a high-quality nature and therefore should a unit become vacant,
is generally attractive to a range of Clients.

4. Execution of development business plan - there may be a higher degree of
risk within our development portfolio.

Net probability

Medium

 

Net impact

Slight - Our development activities are likely to involve a higher degree of
risk than is associated with standing assets. This could include general
construction risks, delays in the development or the development not being
completed, cost overruns or developer/contractor default. If any of the risks
associated with our developments materialise, this could affect the value of
these assets or result in a delay to lease commencement and therefore rental
income. The occupational market remains stable and we are seeing signs of
confidence returning. UK vacancy rates have remained broadly consistent over
2025 and market rental growth remains healthy.

 

Mitigation

The Company has a significant development pipeline, it represents
approximately 7% of our portfolio value as of 31 December 2025. Our
development strategy is low risk, and we target only investing significant
capital into a development project once planning has been obtained, a pre-let
agreement has been secured or where a depth of occupier demand supports the
case for speculative development. Our appetite for speculative development is
low and we have a limit of 5% of GAV exposed to speculative developments
within our Investment Policy. The risk of cost overruns is mitigated by our
experienced development team which includes a thorough procurement and tender
process on all contracts, including agreeing fixed priced contracts. We
undertake thorough covenant analysis and ongoing reviews of our contractors
and secure guarantees in relation to build contracts where possible. With
regards to our data centre pipeline a similar risk-focussed approach is taken,
whereby we are targeting a pre-let development model. We also have a JV
partner in EDF, who are specialists in the area of infrastructure.

 

FINANCIAL RISK

 

5. Debt financing - LTV, availability and cost of debt

Net probability

Medium

 

 

Net impact

Moderate - Without sufficient debt funding, we may be unable to pursue
suitable investment/development opportunities in line with our investment
objectives. If we cannot source debt funding at appropriate rates, either to
increase the level of debt or re-finance existing debt, this may impair our
ability to maintain our targeted dividend level and deliver attractive returns
to shareholders. Interest rates on the majority of our debt facilities are
fixed term, however we do have an exposure to variable rate debt. Noting the
current environment with interest rates having risen in the last two years and
then fallen in 2025, the current UK Base rate at December 2025 - 3.75%, this
is likely to mean that any new debt entered into is still more expensive than
our current average cost of borrowing.

 

Mitigation

The Group has diversified sources of long-term unsecured borrowings in the
form of £616 million in Public Bonds, £400 million in Unsecured Private Loan
Notes and £250 million in Green Bonds. We also have £1,050 million of bank
finance available split across two revolving credit facilities and a term
loan, and £412.9 million of secured debt across five separate facilities.
This helps keep lending terms competitive. This access to multiple debt
markets should enable the Group to raise future liquidity in a more efficient
and effective manner via an unsecured platform whilst at competitive rates.
The Board keeps liquidity and gearing levels under review, as well as
monitoring the bank covenants and any associated headroom within covenant
levels. The Group has undrawn headroom of over £550 million within our
current debt commitments, at 31 December 2025. The Group aims to minimise the
level of unhedged debt with Sonia exposure, by using hedging instruments with
a view to keeping variable rate debt approximately 90%+ hedged.

CORPORATE RISK

6. We rely on the continuance of the Manager

Net probability

Low

 

Net impact

Moderate- We continue to rely on the Manager's services and its reputation in
the property market. As a result, the Company's performance will, to a large
extent, be underpinned by the Manager's abilities in the property market and
its ability to asset manage and develop the Company's property portfolio.
Termination of the Investment Management Agreement would severely affect the
Company's ability to effectively manage its operations and may have a negative
impact on the share price of the Company.

 

Mitigation

Unless there is a default under the Investment Management Contract, either
party may terminate the Investment Management Agreement by giving not less
than 24 months' written notice. The Management Engagement Committee regularly
reviews and monitors the Manager's performance. In addition, the Board meets
regularly with the Manager, to ensure that a positive working relationship is
maintained along with the Manager's ultimate parent Aberdeen. A 24-month
written notice period is in effect.

TAXATION RISK

7. UK REIT status - we are a UK REIT and have a tax-efficient corporate
structure, which is advantageous for UK Shareholders. Any change to our tax
status or in UK tax legislation could affect our ability to achieve our
investment objectives and provide favourable returns to Shareholders.

 

Net probability

Low

 

Net impact

Slight - If the Company fails to remain a REIT for UK tax purposes, our
property profits and gains will be subject to UK corporation tax.

 

Mitigation

The Board is ultimately responsible for ensuring we adhere to the UK REIT
regime. It monitors the REIT compliance reports provided by:

 

• the Manager on potential transactions and day-to-day operations and
financial management;

• tax advisors on general compliance reporting; and

• our Registrar and broker on shareholdings.

 

The Board has engaged third-party tax advisers to help monitor REIT compliance
requirements. None of the compliance tests are close to exceeding the relevant
thresholds.

 

OTHER RISKS

8. Macro-economic uncertainty

Net probability

Low

 

Net impact

Moderate - a severe downturn in the economy could impact a number of the
Group's clients, contractors, and service providers, which could mean a loss
of rental income and disruption to operations. There has been pressure on
Clients to deliver efficiencies from their supply chains, whilst in recent
times has assisted in managing higher levels of inflation and interest rates.
Given the general heighted level of macro uncertainty of late, this has
resulting in slower occupier decision making.

 

Mitigation

A severe economic downturn could be caused by geopolitical events, civil
unrest, terrorism or a pandemic. The Group mitigates the impact of
macro-economic issues by investing in high-quality investment assets that
operate in a sector that has strong structural drivers and a supply demand
imbalance in favour of owners. The Group monitors its client's financial
health regularly and where appropriate and possible, enters into long
contractual leases. The Manager continues to monitor the business continuity
plan of its suppliers to ensure the impact to the Group and its service
providers is minimised. The Manager continues to monitor the impact that the
prevailing economic environment is having on the Group's clients in order to
protect the Group's cash flow regarding rent collection, impact on dividends
and banking covenants. Supply chain efficiency has been a key driver of
Clients upscaling and improving their logistics facilities, which have
resulted in healthy levels of occupational demand. These factors are
supportive of our business model.

 

9. Physical and transitional risks from climate change

 

Net probability

Medium

 

Net Impact

Slight -

If our assets don't meet emerging environmental standards e.g. MEES - this
would lead to an inability to rent our buildings, potential financial
penalties, a decline in occupier demand and a decrease in asset valuations.

High exposure to physical climate risks would result in increased damage and
repair costs, loss of rental income during repairs and business disruption for
our clients. Additionally, this could result in increased insurance costs or
unavailable insurance for high-risk assets, impacting asset value.

Find more information about the Group's ESG Strategy in the Annual Report as
well as the approach to identifying, assessing and managing climate-related
risks and opportunities in the TCFD statement.

 

Mitigation

We manage our material physical and transition risks of climate change through
our ESG strategy, specifically:

·      We are developing net zero transition plans for our investment
portfolio, mapping out the actions we need to take to improve energy
efficiency, ensuring we meet the proposed Minimum Energy Efficiency Standard
(MEES) by 2030 and reducing the risk of obsolescence.

·      Continually monitoring our portfolio exposure to physical climate
risks, ensuring adaptation plans and appropriate insurance in place for assets
located in high risk areas.

·      Our leases are 'Full Repairing and Insuring' (triple net) and so
if a property is unoccupiable due to damage from extreme weather, rent remains
payable under the terms of the lease; correspondingly our clients can insure
against loss of trade resulting from such events.

·      The Manager's Responsible Investment Policy ensures that climate
risks are assessed for all new acquisitions.

·      To meet evolving planning requirements and clients'
sustainability requirements, all new developments are designed to meet BREEAM
Excellent and EPC A.

New developments are designed to be resilient to climate change with our
designs taking into consideration the UK's evolving climate.

 

 GROUP STATEMENT OF COMPREHENSIVE INCOME
 For the year ended 31 December 2025

                                                                         Note                  Year ended            Year ended
                                                                         31 December                                 31 December
                                                                         2025                                        2024
                                                                         £m                                          £m
 Gross rental income                                                     6                     312.5                 281.1
 Service charge income                                                   6                     15.2                  13.1
 Service charge expense                                                  7                     (16.9)                (15.6)
 Direct property expenses                                                                      (5.5)                 (2.6)
 Net rental income                                                                             305.3                 276.0

 Gross operating income                                                  8                     104.1                 86.3
 Other operating costs                                                   9                     (88.6)                (63.3)
 Other operating income                                                                        15.5                  23.0

 Administrative and other expenses                                       10                    (37.1)                (33.7)
 Exceptional items                                                                             (2.1)                 -
 Operating profit before changes in fair value and other adjustments(1)                        281.6                 265.3

 Changes in fair value of investment properties                          17                    198.6                 243.7
 (Loss)/gain on disposal of investment properties                                              (11.5)                8.4
 Share of profit from joint ventures                                     19                    0.1                   0.1
 Dividend income                                                                               1.3                   0.2
 Fair value movements in financial asset                                                       (1.5)                 0.9
 Impairment of intangible and other property assets                      18                    (29.1)                (4.0)
 Operating Profit                                                                              439.5                 514.6

 Finance income                                                          12                    8.1                   8.4
 Finance expense                                                         13                    (77.0)                (71.9)
 Changes in fair value of interest rate derivatives                      26                    (7.3)                 (5.3)
 Profit before taxation                                                                        363.3                 445.8

 Taxation                                                                14                    -                     (0.3)
 Profit and total comprehensive income                                                         363.3                 445.5

 Earnings per share - basic                                              15                    14.39p                19.67p
 Earnings per share - diluted                                            15                    14.38p                19.67p
 (1) Operating profit before changes in fair value of investment properties,
 (loss)/gain on disposal of investment properties, share of profit from joint
 ventures, dividend income, fair value movements in financial assets,
 impairment of intangible and other property assets.

 

 

 

 

 

 

 GROUP STATEMENT OF FINANCIAL POSITION
 As at 31 December 2025
                                              Note         At         At
                                              31 December             31 December
                                              2025                    2024
                                              £m                      £m
 Non-current assets
 Investment property                          17           7,371.1    5,929.4
 Investment in land options                   18           124.2      148.8
 Investment in joint ventures                 19           25.2       24.4
 Other property assets                                     0.8        1.7
 Intangible assets                                         0.4        0.7
 Financial assets                                          2.4        3.2
 Interest rate derivatives                    26           2.8        7.6
 Trade and other receivables                  22           7.5        3.9
 Total non-current assets                                  7,534.4    6,119.7
 Current assets
 Trade and other receivables                  22           27.9       56.0
 Assets held for sale                         20           350.9      440.4
 Cash and cash equivalents                    23           109.5      80.6
 Restricted cash                              23           21.1       -
 Tax asset                                    14           2.0        2.0
 Total current assets                                      511.4      579.0
 Total assets                                              8,045.8    6,698.7
 Current liabilities
 Deferred rental income                                    (68.1)     (59.5)
 Trade and other payables                     24           (171.7)    (112.5)
 Tax liabilities                              14           (2.0)      (1.9)
 Loan notes                                   25           (65.6)     -
 Total current liabilities                                 (307.4)    (173.9)

 Non-current liabilities
 Trade and other payables                     24           (7.5)      (3.9)
 Bank borrowings                              25           (1,480.1)  (811.7)
 Loan notes                                   25           (1,188.2)  (1,141.8)
 Deferred consideration                                    (3.7)      -
 Total non-current liabilities                             (2,679.5)  (1,957.4)
 Total liabilities                                         (2,986.9)  (2,131.3)
 Total net assets                                          5,058.9    4,567.4
 Equity
 Share capital                                29           27.0       24.8
 Share premium reserve                        29           49.2       49.2
 Capital reduction reserve                    29           1,088.1    1,289.0
 Merger reserve                               29           1,283.9    957.0
 Retained earnings                            29           2,610.7    2,247.4
 Total equity                                              5,058.9    4,567.4

 Net asset value per share - basic            30           187.22p    184.12p
 Net asset value per share - diluted          30           187.09p    184.12p
 EPRA Net Tangible Asset per share - basic    30           187.76p    185.56p
 EPRA Net Tangible Asset per share - diluted  30           187.63p    185.56p
 These financial statements were approved by the Board of Directors on 26
 February 2026 and signed on its behalf by:

 Aubrey Adams, Chairman

 

 

 

 

 GROUP STATEMENT OF CHANGES IN EQUITY
 For the year ended 31 December 2025

                                                     Note  Share capital  Share premium  Merger reserve  Capital reduction reserve  Retained earnings  Total
                                                     £m                   £m             £m              £m                         £m                 £m
 1 January 2025                                            24.8           49.2           957.0           1,289.0                    2,247.4            4,567.4
 Profit for the year and total comprehensive income        -              -              -               -                          363.3              363.3
                                                           24.8           49.2           957.0           1,289.0                    2,610.7            4,930.7
 Contributions and distributions:
 Share issue in relation to the asset acquisition    29    2.2            -              326.9           -                          -                  329.1
 Dividends paid                                      16    -              -              -               (200.9)                    -                  (200.9)
 31 December 2025                                          27.0           49.2           1,283.9         1,088.1                    2,610.7            5,058.9

                                                     Note  Share capital  Share premium  Merger reserve  Capital reduction reserve  Retained earnings  Total
                                                     £m                   £m             £m              £m                         £m                 £m
 1 January 2024                                            19.0           49.2           -               1,463.9                    1,801.9            3,334.0
 Profit for the year and total comprehensive income        -              -              -               -                          445.5              445.5
                                                           19.0           49.2           -               1,463.9                    2,247.4            3,779.5
 Contributions and distributions:
 Share issue in relation to the UKCM acquisition     29    5.8            -              957.0           -                          -                  962.8
 Dividends paid                                      16    -              -              -               (174.9)                    -                  (174.9)
 31 December 2024                                          24.8           49.2           957.0           1,289.0                    2,247.4            4,567.4

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 GROUP CASH FLOW STATEMENT
 For the year ended 31 December 2025
                                                            Note         Year ended  Year ended
                                                            31 December              31 December
                                                            2025                     2024
                                                            £m                       £m
 Cash flows from operating activities
 Profits for the period (attributable to the shareholders)               363.3       445.5
 Tax charge                                                              -           0.3
 Finance income                                             12           (8.1)       (8.4)
 Finance expense                                            13           77.0        71.9
 Changes in fair value of interest rate derivatives                      7.3         5.3
 Impairment of intangible and other property assets                      29.1        4.0
 Amortisation of intangible property assets                              0.9         0.6
 Movement on valuation of financial asset                                1.5         (0.9)
 Share of profit from joint ventures                                     (0.1)       (0.1)
 Loss/(gain) on disposal of investment properties                        11.5        (8.4)
 Changes in fair value of investment properties             17           (198.6)     (243.7)
 Accretion of tenant lease incentive                        6            (12.2)      (21.4)
 Decrease/(increase) in trade and other receivables                      29.8        (33.4)
 (Decrease)/increase in deferred income                                  (1.8)       12.7
 Increase/(decrease) in trade and other payables                         13.2        (26.0)
 Cash generated from operations                                          312.8       198.0
 Taxation charge                                                         -           (2.6)
 Net cash flow generated from operating activities                       312.8       195.4
 Investing activities
 Additions to investment properties                                      (1,168.6)   (196.2)
 Additions to land options                                  18           (8.6)       (16.9)
 Net working capital acquired from acquisitions                          20.6        (8.1)
 Net proceeds from disposal of investment properties                     353.9       137.8
 Interest received                                          12           1.9         0.7
 Additions to joint ventures                                             1.5         -
 Dividends received from joint ventures                                  0.5         0.4
 Net cash flow used in investing activities                              (798.8)     (82.3)
 Financing activities                                                                -
 Bank borrowings drawn                                      25           1,310.0     340.0
 Bank and other borrowings repaid                           25           (646.0)     (178.0)
 Issue of loan notes                                                     297.0       -
 Early redemption of loan notes                                          (181.9)     -
 Interest derivatives received                                           6.7         7.0
 Loan arrangement fees paid                                              (8.4)       (1.2)
 Bank interest paid                                                      (60.2)      (60.6)
 Interest cap premium paid                                               (2.5)       (1.8)
 Dividends paid to equity holders                                        (199.8)     (174.1)
 Net cash flow generated/(used) from financing activities                514.9       (68.7)
 Net increase in cash and cash equivalents for the year                  28.9        44.4
 Cash and cash equivalents at start of year                 23           80.6        36.2
 Cash and cash equivalents at end of year                   23           109.5       80.6

 

NOTES TO THE CONSOLIDATED ACCOUNTS

1. Corporate information

The consolidated financial statements of the Group for the year ended 31
December 2025 comprise the results of Tritax Big Box REIT plc (the "Company")
and its subsidiaries (together, the "Group") and were approved by the Board
for issue on 26 February 2026. The Company is a public limited company
incorporated and domiciled in England and Wales. The Company's Ordinary Shares
are admitted to the official list of the UK Listing Authority, a division of
the Financial Conduct Authority, and traded on the London Stock Exchange. The
registered address of the Company is disclosed in the Company information.

The nature of the Group's operations and its principal activities are set out
in the Strategic Report.

Accounting policies

2. Basis of preparation

The consolidated financial statements have been prepared in accordance with
UK-adopted international accounting standards and with the requirements of the
Companies Act 2006 as applicable to companies reporting under those standards.

The comparative information disclosed relates to the year ended 31 December
2024.

The Group's financial statements have been prepared on a historical cost
basis, other than as explained in the accounting policies below.

The consolidated financial statements are presented in Sterling, which is also
the Company's functional currency, and all values are rounded to the nearest
£0.1 million, except where otherwise indicated.

The Group has chosen to adopt European Public Real Estate Association ("EPRA")
best practice guidelines for calculating key metrics such as net asset value
and earnings per share (www.epra.com/finance/financial-reporting/guidelines
(http://www.epra.com/finance/financial-reporting/guidelines) ).

2.1. Going concern

The Board has assessed the appropriateness of the going concern basis in
preparing these financial statements. Any going concern assessment considers
the Group's financial position, cash flows, liquidity and capital commitments
including its continued access to its debt facilities and headroom under
financial loan covenants.

The Directors have considered the cash flow forecasts for the Group for a
period of at least twelve months from the date of approval of these
consolidated financial statements. These forecasts include the Directors'
assessment of plausible downside scenarios. The Directors have reviewed the
current and projected financial position of the Group, making reasonable
assumptions about its future trading performance. Various forms of sensitivity
analysis have been performed having particular regard to the financial
performance of its clients' track record of rental receipts, whilst taking
into account any discussions held with the client surrounding their future
rental obligations. The analysis also included sensitising the impact of
portfolio valuation movements through market volatility, rent collection and
client default. These scenarios all paid regard to the current economic
environment.

The Group has a strong track record around rent collection with no history of
significant levels of bad debt or arrears. Generally speaking, we have strong
clients with robust balance sheets and strong cash flows. The Directors have
also considered the arrears position in light of IFRS 9, expected credit loss
model, see Note 22 for further details.

As at 31 December 2025, the Group had an aggregate £577.0 million of undrawn
commitments under its senior debt facilities as well as £130.6 million of
cash held at bank, of which £46.8 million was committed under various
development‑related contracts. In January and February 2026, the Company
sold £13.3 million of non-strategic assets and exchanged £11.4 million of
logistics investment assets.

At 31 December 2025 the Group's loan to value ratio stood at 33.2%, with the
debt portfolio having an average maturity term of approximately 4.3 years. As
at the date of approval of this report, the Group has substantial headroom
within its financial loan covenants. As at 31 December 2025 property values
would have to fall by more than 50% before loan covenants are breached.

The Group's financial covenants have been complied with for all loans
throughout the period and up to the date of approval of these financial
statements.

The Directors have assessed the ability of the Group and Company to continue
as a going concern and are not aware of any material uncertainties that may
cast significant doubt upon the ability of the Group and Company to continue
as a going concern. Therefore the Directors are satisfied that the Group has
the resources to continue in business until at least 27 February 2027.

The board has also had regard to £190 million of debt that needs to be
refinanced shortly after the going concern period. The refinancing of these
facilities is considered part of the ordinary course of business, and the
Group historically arranges financing well in advance of expected
requirements. These facilities can be refinanced through a combination of the
Group's existing liquidity and its established lending relationships. The
Directors have confidence that appropriate replacement debt facilities will be
secured when required.

3. Significant accounting judgements, estimates and assumptions

The preparation of the Group's financial statements requires management to
make judgements, estimates and assumptions that affect the reported amounts of
revenues, expenses, assets and liabilities and the disclosure of contingent
liabilities at the reporting date. However, uncertainty about these
assumptions and estimates could result in outcomes that require a material
adjustment to the carrying amount of the asset or liability affected in future
periods.

3.1. Judgements

In the process of applying the Group's accounting policies, management has
made the following judgements, which have the most significant effect on the
amounts recognised in the consolidated financial statements:

Other operating income

Other operating income is receivable from development management agreements
("DMA") in place with third parties. Development management agreement income
is recognised in the accounting period in which the services are rendered and
a significant reversal is not expected in future periods.

Judgement is exercised in identifying performance obligations including the
sale of land with planning consent, completing land and infrastructure works
and managing the construction of an asset. The transaction price is allocated
fairly between the different performance obligations (refer to notes 8 and 9).
Certain performance obligations are recognised at a point in time (for example
a land transaction) and others are recognised over time (such as services
under a DMA) each contract outlines the scope, deliverables, milestones, and
payment terms. Revenue is recognised based on the work completed to date using
the percentage-of-completion method (input method), which is based on costs
incurred relative to total expected costs.

Power connection agreements

In the period, power connection agreements have been acquired, and judgement
has been applied in determining how to account for these as either as part of
the associated investment property or as an intangible asset. The Board have
concluded that they should be accounted for as part of the investment property
because they are integral to bringing specific identified sites into their
intended use.

Acquisitions of property through corporate vehicles

Some property transactions are large or complex and require management to make
judgements when considering the appropriate accounting treatment. These
include acquisitions of property through corporate vehicles, which could
represent either asset acquisitions or business combinations under IFRS 3
(refer to note 4.9).

During the year the Group acquired a logistics portfolio from Blackstone. The
management contract with Blackstone made them responsible for the operations
required to manage the properties owned within the logistics portfolios
acquired. Simultaneously upon acquisition, the management contract between
Blackstone and the target companies acquired were immediately cancelled as the
operations of the Group were taken over by Tritax Management LLP who remain
the Investment Manager to the enlarged Group.

As the Group did not acquire any of the critical processes of the target
companies which enabled them to create outputs, it was concluded that the
transaction did not meet the definition of a business combination under IFRS
3, and therefore has been accounted for as an asset acquisition.

Land options

Land options, and other non-financial assets, are initially capitalised at
cost and considered for any impairment indication annually. The impairment
review includes consideration of the resale value of the option, likelihood of
achieving planning consent and current recoverable value as determined by an
independent external valuer. In the calculation of the resale value or
recoverable value of land options, several estimates are required which
includes the expected size of the development, expected rental and
capitalisation rates, estimated build costs, the time to complete the
development and anticipated progress with achieving planning consent, as well
as the associated risks of achieving the above.

3.2. Estimates

Fair valuation of investment property

The market value of investment property is determined by an independent
property valuation expert (see note 17) to be the estimated amount for which a
property should exchange on the date of the valuation in an arm's-length
transaction. Properties have been valued on an individual basis. The valuation
expert uses recognised valuation techniques and the principles of both IAS 40
and IFRS 13.

The valuations have been prepared in accordance with the RICS Valuation -
Global Standards January 2025 (the "Red Book"). Factors reflected comprise
current market conditions including Net Initial Yield applied, annual rents
and estimated rental values, lease lengths, location and building
specification which would include climate-related considerations. The Net
Initial Yield, being the most significant estimate, is subject to changes
depending on the market conditions which are assessed on a periodic basis. The
significant methods and assumptions used by the valuers in estimating the fair
value of investment property, together with the sensitivity analysis on the
most subjective inputs, are set out in note 17.

 

4 Material accounting policies

4.1. Segmental information

The Directors are of the opinion that the Group is engaged in a single segment
business, being the investment in UK logistics assets and land options with a
view to developing logistics and holding these for investment purposes. The
Directors consider that these properties have similar economic characteristics
in nature and as a result they have been reported as a single reportable
operating business.

During the prior year, the Group acquired non-logistics assets as part of the
UKCM acquisition. These assets share similar economic characteristics to the
existing portfolio and collectively they form an insignificant proportion of
the Group's portfolio. In addition to this, the monitoring and strategic
decision-making processes are no different from the existing logistics core
portfolio. Therefore, the Directors consider there to be a single reportable
segment.

4.2. Investment property and investment property under construction

Investment property comprises completed property that is held to earn rentals
or for capital appreciation, or both. Property held under a lease is
classified as investment property when it is held to earn rentals or for
capital appreciation or both, rather than for sale in the ordinary course of
business or for use in production or administrative functions.

The corresponding entry upon recognising lease incentives or fixed/minimum
rental uplifts is made to investment property. For further details see
accounting policy note 4.10.

Investment property is recognised once practical completion is achieved and is
measured initially at cost including transaction costs. Transaction costs
include transfer taxes, professional fees for legal services and other costs
incurred in order to bring the property to the condition necessary for it to
be capable of operating. Subsequent to initial recognition, investment
property is stated at fair value. Gains or losses arising from changes in the
fair values are included in the Group Statement of Comprehensive Income in the
year in which they arise under IAS 40 "Investment Property".

Long leaseholds are accounted for as investment property as they meet the
criteria for right of use assets.

Investment properties under construction are financed by the Group through
development contracts to build logistics assets, in the form of pre-let
development and with an allowance of up to 5% of GAV in speculative
development (with no pre-let secured). Investment properties under
construction are initially measured at cost (including the transaction costs),
which reflect the Group's investment in the assets. Subsequently, the assets
are remeasured to fair value at each reporting date. The fair value of
investment properties under construction is estimated as the fair value of the
completed asset less any costs still payable in order to complete, which
include an appropriate developer's margin.

Additions to properties include costs of a capital nature only. Expenditure is
classified as capital when it results in identifiable future economic
benefits, which are expected to accrue to the Group. Capitalised expenditure
also includes finance costs incurred on qualifying assets under construction.
All other property expenditure is expensed in the Group profit or loss as
incurred.

Investment properties cease to be recognised when they have been disposed of
or withdrawn permanently from use and no future economic benefit is expected
from disposal. The difference between the net disposal proceeds and the
carrying amount of the asset would result in either gains or losses at the
retirement or disposal of investment property. Any gains or losses are
recognised in the Group Statement of Comprehensive Income in the year of
retirement or disposal.

 

4.3. Financial instruments

Fair value hierarchy

Level 1: Quoted (unadjusted) market prices in active markets for identical
assets or liabilities.

Level 2: Valuation techniques for which the lowest level input that is
significant to the fair value measurement is directly or indirectly
observable.

Level 3: Valuation techniques for which the lowest level input that is
significant to the fair value measurement is unobservable.

For assets and liabilities that are recognised in the financial statements on
a recurring basis, the Group determines whether transfers have occurred
between levels in the hierarchy by reassessing categorisation at the end of
each reporting period.

4.3.1. Financial assets

The Group classifies its financial assets into one of the categories discussed
below. The Group's accounting policy for each category is as follows:

Fair value through profit or loss

This category comprises in‑the‑money derivatives and out‑of‑money
derivatives where the time value offsets the negative intrinsic value. They
are carried in the Group Statement of Financial Position at fair value with
changes in fair value recognised in the Group Statement of Comprehensive
Income in the finance income or expense line. It also comprises of
non-controlling minority interest equity investments, the Group has
voluntarily classified these assets to be held at fair value through profit
and loss.

Amortised cost

These assets arise principally from the provision of goods and services to
Clients (e.g. trade receivables), but also incorporate other types of
financial assets where the objective is to hold these assets in order to
collect contractual cash flows and contractual cash flows are solely payments
of principal and interest. They are initially recognised at fair value plus
transaction costs that are directly attributable to their acquisition or issue
and are subsequently carried at amortised cost, being the effective interest
rate method, less provision for impairment.

Impairment provisions for current and non‑current trade receivables are
recognised based on the simplified approach within IFRS 9 using a provision
matrix in the determination of the lifetime expected credit losses. During
this process the probability of the non‑payment of the trade receivables is
assessed. This probability is then multiplied by the amount of the expected
loss arising from tenant default (being the failure of a tenant to timely pay
rent due) to determine the lifetime expected credit loss for the trade
receivables. On confirmation that the trade receivable will not be
collectable, the gross carrying value of the asset is written off against the
associated provision.

The Group's financial assets measured at amortised cost comprise trade and
other receivables and cash and cash equivalents in the Group Statement of
Financial Position.

Cash and cash equivalents includes cash in hand, deposits held at call with
banks and other short-term highly liquid investments with original maturities
of three months or less.

4.3.2. Financial liabilities

The Group classifies its financial liabilities into one of two categories,
depending on the purpose for which the liability was acquired.

The Group's accounting policy for each category is as follows:

Fair value through profit or loss

This category comprises out‑of‑the‑money derivatives where the time
value does not offset the negative intrinsic value. They are carried in the
Group Statement of Financial Position at fair value with changes in fair value
recognised in the Group Statement of Comprehensive Income. Other than these
derivative financial instruments, the Group does not have any liabilities held
for trading nor has it designated any financial liabilities as being at fair
value through profit or loss.

Other financial liabilities

Other financial liabilities include the following items:

Bank borrowings and the Group's loan notes are initially recognised at fair
value net of any transaction costs directly attributable to the issue of the
instrument. Such interest bearing liabilities are subsequently measured at
amortised cost using the effective interest rate method, which ensures that
any interest expense over the period to repayment is at a constant rate on the
balance of the liability carried in the Group Statement of Financial Position.
For the purposes of each financial liability, interest expense includes
initial transaction costs and any premium payable on redemption, as well as
any interest or coupon payment while the liability is outstanding.

Debt modification

Debt modifications are subject to a qualitative and quantitative test to
determine if a substantial modification has occurred. The outcome of the tests
will determine if the modification should be treated as a substantial
modification under extinguishment accounting or an adjustment to the existing
liability under modification accounting.

4.4. Joint arrangements

The Group is a party to a joint arrangement when there is a contractual
arrangement that confers joint control over the relevant activities of the
arrangement to the Group and at least one other party. Joint control is
assessed under the same principles as control over subsidiaries.

The Group classifies its interests in joint arrangements as either:

·      joint ventures: where the Group has rights to only the net assets
of the joint arrangement; or

·      joint operations: where the Group has both the rights to assets
and obligations for the liabilities of the joint arrangement.

In assessing the classification of interests in joint arrangements, the Group
considers:

·      the structure of the joint arrangement;

·      the legal form of joint arrangements structured through a
separate vehicle;

·      the contractual terms of the joint arrangement agreement; and

·      any other facts and circumstances (including any other
contractual arrangements).

The Group does not have any joint operations.

Joint ventures are initially recognised in the Group Statement of Financial
Position at cost. Subsequently joint ventures are accounted for using the
equity method, where the Group's share of post-acquisition profits and losses
and other comprehensive income is recognised in the Group Statement of
Comprehensive Income.

Profits and losses arising on transactions between the Group and its joint
ventures are recognised only to the extent of unrelated investors' interests
in the associate. The investor's share in the joint venture's profits and
losses resulting from these transactions is eliminated against the carrying
value of the joint venture.

Any premium paid for an investment in a joint venture above the fair value of
the Group's share of the identifiable assets, liabilities and contingent
liabilities acquired is capitalised and included in the carrying amount of the
investment in joint venture. Provision for impairment in value is made where
there is objective evidence that the investment in a joint venture has been
impaired.

4.5.       Goodwill

Goodwill is capitalised as an intangible asset, with any impairment in
carrying value being charged to the Group Statement of Comprehensive Income.
Where the fair value of identifiable assets, liabilities and contingent
liabilities exceed the fair value of consideration paid, the excess is
credited in full to the Group Statement of Comprehensive Income on the
acquisition date as a gain on bargain purchase or negative goodwill.

4.6.       Intangible assets

As a result of the acquisition of Tritax Big Box Developments, the DMA between
the Company and Tritax Big Box Developments Management Limited is assessed as
a favourable contract. It is recognised as an intangible asset on the Group
Statement of Financial Position and is amortised over the original eight year
term of the DMA. The favourable element of the DMA was assessed with reference
to a reasonable mark-up that may be expected for these services if the
agreement were set up at arm's-length, discounted over the eight-year period.

4.7.       Land options

Land options are classified as non-financial assets as they are non-liquid
assets with no active market and they cannot be readily converted into cash.
The options are exercisable at a future date subject to receiving planning
consent. They are initially carried at cost and are tested for impairment
annually and whenever events or changes in circumstances indicate that their
carrying amount may not be recoverable. Where the carrying value of an asset
exceeds its recoverable amount, the higher of value in use and fair value less
costs to sell, the option is written down accordingly as a charge to the Group
Statement of Comprehensive Income. Once the options are exercised and the land
is drawn down, they are transferred into investment property.

 

4.8. Impairment of assets

Impairment tests on goodwill and other intangible assets with indefinite
useful economic lives are undertaken annually at the financial year end. Other
non-financial assets including intangible assets, investment in joint ventures
and land options are subject to annual impairment tests, or whenever events or
changes in circumstances indicate that their carrying amount may not be
recoverable. Where the carrying value of an asset exceeds its recoverable
amount, the higher of value in use and fair value less costs to sell, the
asset is impaired accordingly.

Where it is not possible to estimate the recoverable amount of an individual
asset, the impairment test is carried out on the smallest group of assets to
which it belongs for which there are separately identifiable cash flows, its
cash-generating units ("CGUs"). Goodwill is allocated on initial recognition
to each of the Group's CGUs that are expected to benefit from a business
combination that gives rise to the goodwill.

Impairment charges are included in Group Statement of Comprehensive Income. An
impairment loss recognised for goodwill is not reversed.

4.9. Business combination

The Group acquires subsidiaries that own investment properties. At the time of
acquisition, the Group considers whether each acquisition represents the
acquisition of a business or the acquisition of an asset. Under the Definition
of a Business (Amendments to IFRS 3 "Business Combinations"), to be considered
a business an acquired set of activities and assets must include, at a
minimum, an input and a substantive process that together significantly
contribute to the ability to create outputs. The optional "concentration test"
is also applied; where substantially all of the fair value of gross assets
acquired is concentrated in a single asset (or a group of similar assets), the
assets acquired would not represent a business. Therefore the Group accounts
for an acquisition as a business combination where an integrated set of
activities is acquired in addition to the property.

Where an acquisition is considered to be a business combination the
consolidated financial statements incorporate the results of business
combinations using the acquisition method. In the Group Statement of Financial
Position, the acquiree's identifiable assets, liabilities and contingent
liabilities are initially recognised at their fair values at the acquisition
date. Any excess of the cost of a business combination over the Group's
interest in the fair value of identifiable assets, liabilities and contingent
liabilities acquired is treated as goodwill. Where the fair value of
identifiable assets, liabilities and contingent liabilities acquired exceeds
the fair value of the purchase consideration, the difference is treated as
gain on bargain purchase and credited to the Group Statement of Comprehensive
Income. The results of acquired operations are included in the Group Statement
of Comprehensive Income from the date on which control is obtained until the
date on which control ceases.

Where such acquisitions are not judged to be the acquisition of a business,
they are not treated as business combinations. Rather, the cost to acquire the
corporate entity is allocated between the identifiable assets and liabilities
of the entity based upon their relative fair values at the acquisition date.
Accordingly, no goodwill or additional deferred tax arises.

Where amounts payable for the acquisition of a business are subject to a
contingent consideration arrangement in which the payments are automatically
forfeited if employment terminates, the amounts are treated as remuneration
for post-combination services rather than consideration for the acquisition of
a business.

4.10. Property income

Rental income arising from operating leases on investment property is
accounted for on a straight‑line basis over the lease term and is included
in gross rental income in the Group Statement of Comprehensive Income. A
rental adjustment is recognised from the rent review date in relation to
unsettled rent reviews, where the Directors are reasonably certain that the
rental uplift will be agreed. Initial direct costs incurred in negotiating and
arranging an operating lease are recognised as an expense over the lease term
on the same basis as the lease income. Rental income is invoiced, either
monthly or quarterly in advance, and for all rental income that relates to a
future period this is deferred and appears within current liabilities on the
Group Statement of Financial Position.

For leases, which contain fixed or minimum uplifts, the rental income arising
from such uplifts is recognised on a straight‑line basis over the lease
term.

Tenant lease incentives are recognised as a reduction of gross rental income
on a straight‑line basis over the term of the lease. The lease term is the
non‑cancellable period of the lease together with any further term for which
the tenant has the option to continue the lease where, at the inception of the
lease, the Directors are reasonably certain that the tenant will exercise that
option.

When the Group enters into a pre-let development agreement no rental income is
recognised under the agreement for lease until practical completion has taken
place, at which point rental income is recognised in the Group Statement of
Comprehensive Income from the rent commencement date.

 

4.11. Taxation

Taxation on the profit or loss for the period not exempt under UK REIT
regulations comprises current and deferred tax. Current tax is expected tax
payable on any profit not relating to the property rental business for the
year, using tax rates enacted or substantively enacted at the year-end date,
including any adjustment to tax payable in respect of previous years. A
deferred tax asset is recognised only to the extent that it is probable that
future taxable profits will be available against which the asset can be
utilised.

5. New standards issued

5.1 New standard issued and effective from 1 January 2025

The following standard and amendment to existing standards has been applied in
preparing the financial statements.

The following amendments are effective for the period beginning 1 January
2025:

·      Disclosures: Supplier Finance Arrangements - Amendments to IAS 7
and IFRS 7.

There was no material effect from the adoption of the above-mentioned
amendments to IFRS effective in the period. They have no significant impact to
the Group as they are either not relevant to the Group's activities or require
accounting which is already consistent with the Group's current accounting
policies.

5.2. New standards issued but not yet effective

The following standards and amendments are effective for the annual reporting
period beginning 1 January 2027:

·      IFRS 18 "Presentation and Disclosure in Financial Statements"

The Group is assessing the impact of IFRS 18, issued by the IASB in April
2024, which replaces IAS 1 and introduces major amendments to IFRS Standards,
including IAS 8. While IFRS 18 does not affect recognition or measurement, it
will significantly impact presentation and disclosure, including, but not
limited to profit or loss categorization, aggregation/disaggregation,
labelling, and management-defined performance measures. The Group does not
expect to be eligible to apply IFRS 19.

There are no standards that are not yet effective that would be expected to
have a material impact on the Group in the current or future reporting periods
and on the foreseeable future transactions.

6. Total property income

                                                               Year ended                  Year ended
                                                               31 December                 31 December
                                                               2025                        2024
                                                               £m                          £m
 Rental income - freehold property                             262.1                       225.5
 Rental income - long leasehold property                       37.8                        33.8
 Spreading of tenant incentives and guaranteed rental uplifts  12.2                        21.4
 Other income                                                  0.4                         0.4
 Gross rental income                                           312.5                       281.1

 Property insurance recoverable                                5.1                         4.9
 Service charges recoverable                                   10.1                        8.2
 Total property insurance and service charge income            15.2                        13.1
 Total property income                                         327.7                       294.2
 There was one individual tenant representing more than 10% of gross rental
 income, constituting £36.9 million of rental income in 2025 (2024: £37.3
 million).

 

 

 

 

 

 

 

7. Service charge expense

                             Year ended   Year ended
                             31 December  31 December
                             2025         2024
                             £m           £m
 Property insurance expense  5.0          5.2
 Service charge expense      11.9         10.4
 Total property expenses     16.9         15.6

 

8. Other operating income

                               Year ended   Year ended
                               31 December  31 December
                               2025         2024
                               £m           £m
 DMA income                    74.7         67.4
 Sale of land                  29.4         18.9
 Total other operating income  104.1        86.3

 

9. Other operating costs

                              Year ended   Year ended
                              31 December  31 December
                              2025         2024
                              £m           £m
 DMA expense                  59.2         47.2
 Cost of land                 29.4         16.1
 Total other operating costs  88.6         63.3

 

10. Administrative and other expenses

                                                                Year ended                                  Year ended
                                                                31 December                                 31 December
                                                                2025                                        2024
                                                                £m                                          £m
 Investment management fees                                     27.2                                        24.6
 Directors' remuneration (note 11)                              0.6                                         0.5
 Auditor's fees:
 Fees payable for the audit of the Company's annual accounts    0.8                                         0.8
 Fees payable for the review of the Company's interim accounts  0.1                                         0.1
 Fees payable for the audit of the Company's subsidiaries       0.2                                         0.1
 Total Auditor's fee                                                                1.1                     1.0
 Development management fees                                    1.0                                         1.0
 Corporate administration fees                                  1.4                                         0.8
 Regulatory fees                                                0.2                                         0.2
 Legal and professional fees                                    2.2                                         1.8
 Marketing and promotional fees                                 1.4                                         1.6
 Other costs                                                    2.0                                         2.2
 Total administrative and other expenses                        37.1                                        33.7

 

11. Directors' remuneration

                                Year ended   Year ended
                                31 December  31 December
                                2025         2024
                                £m           £m
 Directors' fees                0.5          0.4
 Employer's National Insurance  0.1          0.1
 Total directors' remuneration  0.6          0.5

 

 

12. Finance income

                                                   Year ended   Year ended
                                                   31 December  31 December
                                                   2025         2024
                                                   £m           £m
 Interest received on bank deposits                1.9          0.7
 Interest received on swaps and other derivatives  6.2          7.7
 Total finance income                              8.1          8.4

 

13. Finance expense

                                                                Year ended   Year ended
                                                                31 December  31 December
                                                                2025         2024
                                                                £m           £m
 Interest payable on bank borrowings                            47.4         36.9
 Interest payable on loan notes                                 31.0         29.8
 Amortisation of loan arrangement fees                          4.4          4.3
 Commitment fees payable on bank borrowings                     2.5          2.7
 Unwinding of deferred consideration                            0.4          0.4
 Unwinding of discount on fixed rate debt                       6.1          3.8
                                                                91.8         77.9
 Borrowing costs capitalised against development properties(1)  (14.8)       (6.0)
 Total finance expense                                          77.0         71.9

(1) The rate at which interest is capitalised is the Group's weighted average
cost of debt for logistical assets and the marginal cost of debt for the data
centre pipeline.

The increase in capitalised interest during the year primarily reflects
significant capital deployed into data centre development projects, with the
majority of spend occurring in Q1 2025. Data centre developments have
materially longer lead times than logistics assets, resulting in interest
being capitalised from the point of land drawdown or infrastructure
commencement. In addition, the Group's joint venture with EDF applies a
finance rate aligned to the borrowing cost under the corporate RCF, which is
approximately 150 bps above the Group's average cost of debt. As a result,
interest capitalised on data centre developments is proportionately higher
than on logistics projects.

14. Taxation

                                                                            Year ended   Year ended
                                                                            31 December  31 December
                                                                            2025         2024
                                                                            £m           £m
 Tax charge                                                                 -            0.3
 The UK corporation tax rate for the financial year is 25%. Accordingly, this
 rate has been applied in the measurement of the Group's tax liability at 31
 December 2025.

                                                                            Year ended   Year ended
                                                                            31 December  31 December
                                                                            2025         2024
                                                                            £m           £m
 Profit on ordinary activities before taxation                              363.3        445.8

 Theoretical tax at UK corporation tax rate of 25% (31 December 2024: 25%)  90.8         111.5
 REIT exempt income                                                         (58.6)       (50.2)
 Non-taxable items                                                          (39.3)       (62.3)
 Residual losses                                                            7.1          1.3
 Total tax charge                                                           -            0.3

 Non‑taxable items include income and gains that are derived from the
 property rental business and are therefore exempt from UK corporation tax in
 accordance with Part 12 of CTA 2010. REIT exempt income includes property
 rental income that is exempt from UK corporation tax in accordance with Part
 12 of CTA 2010.
 The current year tax asset of £2.0 million relates to tax over paid on
 anticipated non-property profits arising in the prior year. The prior year
 there was a current asset of £2.0 million.
 A deferred tax liability is recognised for appropriation tax charges of £2.0
 million (2024: £1.9 million) in relation to the business combination which
 occurred in 2019.

 A deferred tax asset is not recognised for UK revenue losses or capital losses
 where their future utilisation is uncertain. At 31 December 2025, the total of
 such losses was £47.9 million (2024: £52.5 million) and the potential tax
 effect of these was £12.0 million (2024: £13.1 million).

15. Earnings per share

Earnings per share "EPS" are calculated by dividing profit for the period
attributable to ordinary equity holders of the Company by the weighted average
number of Ordinary Shares in issue during the period.

The calculation of basic and diluted earnings per share is based on the
following:

 For the year ended 31 December 2025                                       Net profit attributable to Ordinary Shareholders  Weighted average number of Ordinary Shares(1)  Earnings per share
                                                                           £m                                                '000                                           pence
 Basic EPS                                                                 363.3                                             2,523,753                                      14.39p
 Dilutive shares in respect of the deferred consideration to be issued in                                                    1,705
 relation to the acquisition of the logistics portfolio from Blackstone.
 Diluted EPS                                                               363.3                                             2,525,458                                      14.38p
 Adjustments to remove:
 Changes in fair value of investment property                              (198.6)
 Changes in fair value of interest rate derivatives                        7.3
 Share of profit from joint ventures                                       (0.1)
 Loss on disposal of investment properties                                 11.5
 Amortisation of other property assets                                     0.9
 Changes in fair value of financial asset                                  1.5
 Gain on early redemption of bond                                          (2.2)
 Impairment of intangible contract and other property assets               29.1
 Basic EPRA EPS (1)                                                        212.7                                             2,523,753                                      8.43p
 Dilutive shares in respect of the deferred consideration to be issued in                                                                    1,705
 relation to the acquisition of the logistics portfolio from Blackstone.
 Diluted EPRA EPS                                                          212.7                                             2,525,458                                      8.42p
 Adjustments to include:
 Fixed rental uplift adjustments                                           (2.6)
 Amortisation of loan arrangement fees and intangibles                     4.3
 Unwinding of discount on fixed rate debt and deferred consideration       6.5
 Exceptional items                                                         2.1
 Rent guarantees                                                           0.8
 Basic Adjusted EPS(1)                                                                     223.8                                      2,523,753                              8.87p
 Dilutive shares in respect of the deferred consideration to be issued in                                                                    1,705
 relation to the acquisition of the logistics portfolio from Blackstone.
 Diluted Adjusted EPS                                                      223.8                                             2,525,458                                       8.86p
 1. Based on the weighted average number of Ordinary Shares in issue throughout
 the year.

 For the year ended 31 December 2024                                       Net profit attributable to Ordinary Shareholders  Weighted average number of Ordinary Shares(1)  Earnings per share
                                                                           £m                                                '000                                           pence
 EPS - basic and diluted                                                   445.5                                             2,264,719                                      19.67p
 Adjustments to remove:
 Changes in fair value of investment property                              (243.7)
 Changes in fair value of interest rate derivatives                        5.3
 Share of profit from joint ventures                                       (0.1)
 Gain on disposal of investment properties                                 (8.4)
 Amortisation of other property assets                                     0.60
 Changes in fair value of financial asset                                  (0.9)
 Impairment of intangible contract and other property assets               4.00
 EPRA EPS(1) - basic and diluted                                           202.3                                             2,264,719                                      8.93p
 Adjustments to include:
 Fixed rental uplift adjustments                                           (8.9)
 Amortisation of loan arrangement fees and intangibles                     4.1
 Unwinding of discount on fixed rate debt and deferred consideration       4.2
 Adjusted EPS(1) - basic and diluted                                       201.7                                             2,264,719                                      8.91p
 1. Based on the weighted average number of Ordinary Shares in issue throughout
 the year.

16. Dividends paid

                                                                                Year ended   Year ended
                                                                                31 December  31 December
                                                                                2025         2024
                                                                                £m           £m
 Fourth interim dividend in respect of period ended 31 December 2024 at 2.185   54.2         39.0
 pence per Ordinary Share (fourth interim for 31 December 2023 at 2.050 pence
 per Ordinary Share)
 First interim dividend in respect of year ended 31 December 2025 at 1.915      47.5         45.3
 pence per Ordinary Share (31 December 2024: 1.825 pence)
 Second interim dividend in respect of year ended 31 December 2025 at 1.915     47.5         45.3
 pence per Ordinary Share (31 December 2024: 1.825 pence)
 Third interim dividend in respect of year ended 31 December 2025 at 1.915      51.7         45.3
 pence per Ordinary Share (31 December 2024: 1.825 pence)
 Total dividends paid                                                           200.9        174.9
 Total dividends paid for the year (pence per share)                            5.745        5.475
 Total dividends unpaid but declared for the year (pence per share)             2.255        2.185
 Total dividends declared for the year (pence per share)                        8.000        7.660

On 26 February 2026, the Company approved the fourth interim dividend for
declaration in respect of the year ended 31 December 2025 of 2.255 pence per
share payable on 27 March 2026. The total dividends declared for the year of
8.00 pence are all property income distributions ("PID").

 

 

 

 

 

 

17. Investment property

In accordance with IAS 40, investment property is stated at fair value as at
31 December 2025. The investment property has been independently valued by
CBRE Limited ("CBRE"), Jones Lang LaSalle Limited ("JLL") and Colliers
International Valuation UK LLP ("Colliers"), they are accredited independent
valuers with recognised and relevant professional qualifications and with
recent experience in the locations and categories of the investment properties
being valued. CBRE and JLL value all investment property with leases attached
or assets under construction. Colliers values all land holdings and land
options. The valuations have been prepared in accordance with the RICS
Valuation - Global Standards January 2025 (the "Red Book") and incorporate the
recommendations of the International Valuation Standards and the RICS
Valuation - Professional Standards UK January 2024 which are consistent with
the principles set out in IFRS 13.

The valuers, in forming their opinion, make a series of assumptions, which are
market related, such as Net Initial Yields and expected rental values, and are
based on the valuer's professional judgement. The valuers have sufficient
current local and national knowledge of the particular property markets
involved and has the skills and understanding to undertake the valuations
competently. There have been no changes to the assumptions made in the year as
a result of a range of factors including the macro-economic environment,
availability of debt finance and physical and transition risks relating to
climate change.

The valuers of the Group's property portfolio have a working knowledge of the
various ways that sustainability and environmental, social and governance
factors can impact value and have considered these, and how market
participants are reflecting these in their pricing, in arriving at their
Opinion of Value and resulting valuations as at the date of the Statement of
Financial Position. Currently, assets with the highest standards of ESG are
commanding higher rental levels, have lower future capital expenditure
requirements, and are transacting at lower yields.

The valuations are the ultimate responsibility of the Directors. Accordingly,
the Board reviews and challenges the independent valuer's methodologies,
assumptions and conclusions before approving the final valuations.

All corporate acquisitions during the year and prior year have been treated as
asset purchases rather than business combinations because they are considered
to be acquisitions of properties rather than businesses.

                                                        Investment property freehold  Investment property long leasehold  Investment property under construction                      Total
                                                        £m                            £m                                  £m                                                          £m
 As at 1 January 2025                                   5,001.5                       662.1                               265.8                                                       5,929.4
 Property additions (1)                                 897.0                         167.5                               446.2                                                       1,510.7
 Fixed rental uplift and tenant lease incentives(2)     18.0                          0.9                                 -                                                           18.9
 Disposals                                              (39.0)                        -                                   (21.3)                                                      (60.3)
 Transfer of completed property to investment property  195.5                         -                                   (195.5)                                                     -
 Transfer from land options                             -                             -                                   4.7                                                         4.7
 Transfer to assets held for sale                       (234.5)                       (5.0)                               -                                                           (239.5)
 Change in fair value during the year                   64.3                          10.9                                132.0                                                       207.2
 As at 31 December 2025                                 5,902.8                       836.4                               631.9                                                       7,371.1

                                                        Investment property freehold  Investment property long leasehold  Investment property under construction                      Total
                                                        £m                            £m                                  £m                                                          £m
 As at 1 January 2024                                   4,004.3                       580.9                               258.4                                                       4,843.6
 Property additions (3)                                 1,090.5                       93.8                                210.7                                                       1,395.0
 Fixed rental uplift and tenant lease incentives(2)     20.5                          1.9                                                            -                                22.4
 Disposals                                              (134.6)                       -                                   (22.2)                                                      (156.8)
 Transfer of completed property to investment property  188.4                         -                                   (188.4)                                                     -
 Transfer from land options                             -                             -                                   21.9                                                        21.9
 Transfer to assets held for sale                       (326.1)                       (34.00)                             (80.3)                                                      (440.4)
 Change in fair value during the year                   158.5                         19.5                                65.7                                                        243.7
 As at 31 December 2024                                 5,001.5                       662.1                               265.8                                                       5,929.4

(1) Acquisitions include the logistics portfolio acquired from Blackstone at a
valuation of £1,000.9 million less a price discount on acquisition of £11.0
million and other asset acquisitions £75 million.

(2) Included within the carrying value of investment property is £132.6
million (31 December 2024: £114.0 million) in respect of accrued contracted
rental uplift income. This balance arises as a result of the IFRS treatment of
leases with fixed or minimum rental uplifts and rent‑free periods, which
requires the recognition of rental income on a straight‑line basis over the
lease term. The difference between this and cash receipts changes the carrying
value of the property against which revaluations are measured.

(3) Acquisitions include UKCM assets at a valuation of £1,216.9 million less
a price discount on acquisition of £67.8 million and other acquisitions
of £245.9 million.

                                                                                       31 December  31 December
                                                                              2025     2024
                                                                              £m       £m
 Investment property at fair value per Group Statement of Financial Position           7,371.1      5,929.4
 Assets held for sale                                                                  350.9        440.4
 Total investment property valuation                                                   7,722.0      6,369.8

 

The total fair value movement for the year amounted to £198.6 million,
comprising a gain of £207.2 million on investment property and a loss of
£8.6 million on assets classified as held for sale (note 20).

                                                             31 December  31 December
                                                    2025     2024
                                                    £m       £m
 Total investment property valuation                         7,722.0      6,369.8
 Rental reversion bridge                                     20.0         -
 Total external valuation of investment properties           7,742.0      6,369.8

 

The Group has other capital commitments which represent financial commitments
made in respect of direct construction, asset management initiatives and
development land. The Group had also completed on the purchase of an
investment asset at year end (refer to note 34).

Fees payable under the DMA totalling £3.4 million (2024: £2.5 million) have
been capitalised in the year, being directly attributable to completed
development projects during the year.

Fair value hierarchy

The Group considers that all of its investment properties fall within Level 3
of the fair value hierarchy as defined by IFRS 13. There have been no
transfers between Level 1 and Level 2 during any of the periods, nor have
there been any transfers between Level 2 and Level 3 during any of the
periods.

The valuations have been prepared on the basis of market value ("MV"), which
is defined in the RICS Valuation Standards, as:

"The estimated amount for which a property should exchange on the date of
valuation between a willing buyer and a willing seller in an arm's‑length
transaction after proper marketing wherein the parties had each acted
knowledgeably, prudently and without compulsion."

Market value as defined in the RICS Valuation Standards is the equivalent of
fair value under IFRS.

The following descriptions and definitions relating to valuation techniques
and key unobservable inputs made in determining fair values are as follows:

Valuation techniques

The yield methodology approach is used when valuing the Group's properties
which uses market rental values capitalised with a market capitalisation rate.
This is sense-checked against the market comparable method (or market
comparable approach) where a property's fair value is estimated based on
comparable transactions in the market.

For investment property under construction and the land held for development,
the properties are valued using both the residual method approach and
comparable method approach. Under the residual approach, the valuer initially
assesses the investment value (using the above methodology for completed
properties). Then, the total estimated costs to complete (including notional
finance costs and developer's profit) are deducted from the value to take into
account the hypothetical purchaser's management of the remaining development
process and their perception of risk with regard to construction and the
property market (such as the potential cost overruns and letting risks). Under
the comparable approach, the value of the land is considered in the context of
market transactions and what a hypothetical purchaser may pay for the land,
typically on a per acre basis. It is common for the valuer to consider both
approaches when formulating their opinion of value, where appropriate. Land
values are sense-checked against the rate per acre derived from actual market
transactions.

The key unobservable inputs made in determining fair values are as follows:

Unobservable input: estimated rental value ("ERV")

The rent per square foot at which space could be let in the market conditions
prevailing at the date of valuation.

Passing rents are dependent upon a number of variables in relation to the
Group's property. These include: size, location, tenant covenant strength and
terms of the lease.

Unobservable input: Net Initial Yield

The Net Initial Yield is defined as the initial gross income as a percentage
of the market value (or purchase price as appropriate) plus standard costs of
purchase.

 31 December 2025  Unobservable Inputs
                   ERV range          ERV average  Net Initial Yield  Net Initial Yield
 Industrials       £ psf              £ psf        range%             average%
 South East        £6.50 - £23.36     £12.53       3.75% - 5.75%      4.54%
 South West        £8.00 - £13.99     £9.36        3.83% - 5.16%      4.82%
 East Midlands     £3.18 - £9.76      £8.18        3.53% - 6.06%      4.83%
 West Midlands     £7.25 - £12.00     £9.14        3.70% - 6.61%      4.90%
 North East        £4.90 - £9.76      £6.65        4.28% - 5.50%      4.90%
 North West        £5.75 - £12.11     £9.20        3.90% - 5.56%      4.98%
 Scotland          £6.50 - £6.50      £6.50        5.50% - 5.95%      5.71%

                   ERV range          ERV average  Net Initial Yield  Net Initial Yield
 Non-strategic     £ psf              £ psf        range%             average%
 Office            £25.00 - £38.95    £31.60       6.16% - 20.79%     9.38%
 Alternative       £14.55 - £44.20    £25.95       5.35% - 12.10%     7.62%

 31 December 2024  Unobservable Inputs
                   ERV range          ERV average  Net Initial Yield  Net Initial Yield
 Industrials       £ psf              £ psf        range%             average%
 South East        6.25 - 19.00       11.52        3.99 - 5.94        4.51
 South West        7.00 - 12.07       8.34         3.99 - 4.92        4.57
 East Midlands     3.18 - 9.00        7.80         3.55 - 5.46        4.55
 West Midlands     7.32 - 10.74       8.80         3.87 - 6.44        4.78
 North East        4.90 - 8.00        6.42         4.39 - 5.74        4.93
 North West        5.01 - 11.50       8.73         4.10 - 5.72        4.95
 Scotland          5.03 - 7.15        6.14         5.50 - 7.53        6.10

                   ERV range          ERV average  Net Initial Yield  Net Initial Yield
 Non-strategic     £ psf              £ psf        range%             average%
 Office            22.31 - 39.19      30.13        6.72 - 12.85       8.86
 Retail            16.59 - 30.88      23.69        5.69 - 7.40        6.51
 Alternative       13.63 - 44.20      23.96        4.88 - 14.40       6.66

 

Sensitivities of measurement of significant unobservable inputs

As set out within significant accounting estimates and judgements above, the
Group's property portfolio valuation is open to judgements and is inherently
subjective by nature.

As a result the following sensitivity analysis has been prepared:

                                                                          -5% in passing rent  +5% in passing rent  +0.25% Net Initial yield   -0.25% Net Initial Yield
                                                                          £m                   £m                   £m                         £m
 (Decrease)/increase in the fair value of investment properties as at 31  (337.0)              337.0                (346.7)                    386.4
 December 2025
 (Decrease)/increase in the fair value of investment properties as at 31  (283.2)              283.2                (282.6)                    313.9
 December 2024

The above includes data from the standing portfolio and does not include data
from investment properties under construction. No reasonable change in
unobservable inputs in relation to investment properties under construction
would have a material impact on the carrying value of investment properties.

18. Investment in land options

                                     Year ended   Year ended
                                     31 December  31 December
                                     2025         2024
                                     £m           £m
 Opening balance                     148.8        157.4
 Costs capitalised in the year       8.6          16.9
 Transferred to investment property  (4.7)        (21.9)
 Impairment(1)                       (28.5)       (3.6)
 Closing balance                     124.2        148.8

 

(1)An impairment has been recognised in relation to a single site held under a
land option, where the Group's expectation on the possible likelihood and
timing of achieving planning consent changed in the period. Given the  sites
national significance, including its potential as a lower-carbon rail freight
connected logistics hub, planning consent was being progressed through a
Development Consent Order (DCO) with the ultimate decision made by the
Secretary of State. In March 2025, the Secretary of State did not grant
planning consent to the scheme in our proposed form. The impairment represents
approximately half of the overall value of the option and associated costs.
The development team is revising its plans for the site on the basis of
feedback from the DCO process to seek alternative routes to its potential
development. This impairment has been presented within the Statement of
Comprehensive Income within 'impairment of intangibles and other property
assets'.

The average maturity date across land options held is approximately 6.3 years
(2024: 7.4 years) term remaining.

Fees payable under the DMA totalling £1.3 million (2024: £2.2 million) have
been capitalised in the year, being directly attributable to the ongoing
development projects.

 

 

 

 

 

 

 

 

19. Investment in joint ventures

As at 31 December 2025 the Group has three joint ventures which have been
equity accounted for.

The Group has the following joint ventures as at 31 December 2025:

                             Principal activity       Country of incorporation        Ownership       Joint venture
                             partner
 HBB (J16) LLP               Property development     UK                        50%                   HB Midway Limited
 Magnitude Land LLP          Property investment      UK                        50%                   Pochin Midpoint Limited
 Juniper Energy Limited      Infrastructure Provider  UK                        50%                   Edf Energy Renewables Limited
 The registered office for HBB (J16) LLP and Magnitude Land LLP is: Unit B,
 Grange Park Court, Roman Way, Northampton, England NN4 5EA. The registered
 office for Juniper Energy Limited is Alexander House, 1 Mandarin Road Rainton
 Bridge Business Park, Houghton Le Spring, Sunderland, England, DH4 5RA.
                             31 December 2025                                   31 December 2024
 Net investment              Total 100%               Group's share             Total 100%            Group's share
                             £m                        £m                       £m                     £m
 At beginning of year        48.8                     24.4                      49.6                  24.8
 Total comprehensive income  0.2                      0.1                       0.2                   0.1
 Impairment of JV asset      (0.6)                    (0.3)                     (0.2)                 (0.1)
 Capital repaid              (1.0)                    (0.5)                     (0.8)                 (0.4)
 Cash contributed            3.0                      1.5                       -                     -
 As at 31 December 2025      50.4                     25.2                      48.8                  24.4

 

The joint ventures have a 31 December year end. The aggregate amounts
recognised in the Group Statement of Financial Position and Statement of
Comprehensive Income are as follows:

 Comprehensive Income Statement   31 December 2025           31 December 2024
 Year ended 31 December 2025      Total 100%  Group's share  Total 100%  Group's share
                                  £m           £m            £m           £m
 Net income                       0.2         0.1            0.6         0.3
 Administrative expenses          -           -              -           -
 Profit before taxation           0.2         0.1            0.6         0.3
 Taxation                         -           -              -           -
 Total comprehensive profit       0.2         0.1            0.6         0.3

 Statement of Financial Position  31 December 2025           31 December 2024
 As at 31 December 2025           Total 100%  Group's share  Total 100%  Group's share
                                  £m           £m            £m           £m
 Investment property              5.8         2.9            5.4         2.7
 Options to acquire land          43.2        21.6           43.2        21.6
 Non-current assets               49.0        24.5           48.6        24.3
 Other receivables                0.4         0.2            -           -
 Cash                             2.8         1.4            0.6         0.3
 Current assets                   3.2         1.6            0.6         0.3
 Trade and other payables         (1.8)       (0.9)          (0.4)       (0.2)
 Current liabilities              (1.8)       (0.9)          (0.4)       (0.2)
 Net assets                       50.4        25.2           48.8        24.4

 

 

20. Assets held for sale

                                       Industrial  Land    Non-strategic  Total
                                       £m          £m      £m             £m
 As at 1 January 2025                  79.0        29.4    332.0          440.4
 Disposals                             (79.0)      (29.4)  (217.8)        (326.2)
 Assets held for sale additions        -           -       5.8            5.8
 Transferred from investment property  201.1       -       38.4           239.5
 FV adjustment                         -           -       (8.6)          (8.6)
 As at 31 December 2025                201.1       -       149.8          350.9

                                       Industrial  Land    Non-strategic  Total
                                       £m          £m      £m             £m
 As at 1 January 2024                  -           -       -              -
 Transferred from investment property  79.0        29.4    332.0          440.4
 As at 31 December 2024                79.0        29.4    332.0          440.4

 

As shown above, assets held for sale relate to four strategic assets and six
non-strategic assets acquired a part of the UKCM acquisition which management
has committed to a disposal plan, with disposal expected to occur within a 12
month period.

Please refer to note 17 details into the inputs and assumptions used in
determining the fair value of these assets as at 31 December 2025.

21.  Investments

The Group comprises a number of Special Purpose Vehicle (SPV) subsidiaries.
All SPV subsidiaries that form these financial statements are noted within the
Company financial statements in note 5.

22. Trade and other receivables

 Non-current trade and other receivables            Year ended   Year ended
                                                    31 December  31 December
                                                    2025         2024
                                                    £m           £m
 Cash in public institutions                        7.5          3.9
 The cash in public institutions is a deposit of £7.5 million paid by certain
 tenants to the Company, as part of their lease agreements.
                                                    Year ended   Year ended
                                                    31 December  31 December
                                                    2025         2024
                                                    £m           £m
 Trade receivables                                  18.1         26.5
 Prepayments, accrued income and other receivables  9.8          29.5
 Total trade and other receivables                  27.9         56.0

The carrying value of trade and other receivables classified at amortised cost
approximates fair value. The decrease in trade receivables during the period
primarily reflects the reduction in amounts due in respect of DMA projects,
all of which were completed by 31 December 2025.

The Group applies the IFRS 9 simplified approach to measuring expected credit
losses using a lifetime expected credit loss provision for trade receivables.
To measure expected credit losses on a collective basis, trade receivables are
grouped based on similar credit risk and ageing.

The expected loss rates are based on the Group's historical credit losses
experienced over the three‑year period prior to the year end. The historical
loss rates are then adjusted for current and forward-looking information on
macroeconomic factors affecting the Group's clients. The expected credit loss
provision as at 31 December 2025 was £5.0 million (31 December 2024: £3.0
million(restated)). No reasonably possible changes in the assumptions
underpinning the expected credit loss provision would give rise to a material
expected credit loss.

23. Cash and cash equivalents

                            Year ended   Year ended
                            31 December  31 December
                            2025         2024
                            £m           £m
 Cash and cash equivalents  109.5        80.6
 Restricted cash            21.1         -
 Total cash held at bank    130.6        80.6

Restricted cash is cash where there is a legal restriction to specify its type
of use, i.e cash received from the sale of a secured asset.

Cash and cash equivalents reported in the Consolidated Statement of Cash Flows
totalled £109.5 million (2024: £80.6 million) as at the year end, which
excludes long‑term restricted and ring-fenced cash deposits totalling £21.1
million (2024: £nil million). Total cash held at bank as reported in the
Group Statement of Financial Position is £130.6 million (2024: £80.6
million).

 

 

24. Trade and other payables

                                       Year ended                             Year ended
                                       31 December                            31 December
                                       2025                                   2024
 Non-current trade and other payables  £m                                     £m
 Other payables                        7.5                                    3.9
                                       Year ended                             Year ended

                                       31 December                            31 December
                                       2025                                   2024
                                       £m                                     £m
 Trade and other payables              94.2                                   72.5
 Bank loan interest payable                             18.7                  12.1
 Deferred consideration                                 16.9                                     4.3
 VAT                                   13.1                                                      5.2
 Accruals                              28.8                                   18.4
 Total trade and other payables        171.7                                  112.5

 

The carrying value of trade and other payables classified as financial
liabilities measured at amortised cost approximates fair value.

 

 

 

 

 

 

 

 

25. Borrowings

The Group had a £300 million and £500 million unsecured revolving credit
facility (RCF) which provides the Group with a significant level of
operational flexibility. Both facilities are provided by a syndicate of
relationship lenders formed of large multi-national banks.

The Group extinguished its £300 million RCF on 18 June 2025, and the Group
entered into a new £400 million RCF agreement on the same date. The loan
matures on 18 June 2030, although the facility benefits from two one-year
extension periods.

The Group also extinguished its £150 million RCF which included a fixed
element of £75 million, drawn at inception, with the remaining £75 million
being variable on 18 June 2025. The Group entered into a new fixed amount
£150 million agreement on the same date. The loan matures on 18 October 2027,
although the facility benefits from three one-year extension periods and one
two-year extension periods.

As part of the acquisition of the logistics portfolio from Blackstone the
Group entered into a £650 million bridge facility with Santander. This
facility expires on 15 October 2026, however the Group benefits from three,
six month extension options, at the sole discretion of the Company thus
effectively making the expiry date 15 April 2028.

The Group also issued a new £300 million 7 year bond, at a rate of 4.75%,
which will mature on 12 November 2032. At the same time of issuing this bond,
the Group offered an early redemption option on the 2026 bonds of which £
184.4 million of the £250 million was redeemed, and thus the remaining £65.6
million will mature on 14 December 2026.

As of 31 December 2025, 55% (December 2024: 63%) of the Group's drawn debt is
fixed term, with 45% floating term (December 2024: 37%). Including interest
rate hedging, the Group has fixed term or hedged facilities totalling 72.7% of
drawn debt as of 31 December 2025 (December 2024: 93.4%).

The weighted average cost of debt was 3.58% as of 31 December 2025 (December
2024: 3.05%). On the same date, the Group had undrawn debt commitments of
£577.0 million (31 December 2024: £519.0 million).

To remain compliant with its tightest financial covenants, the Group must
maintain an interest cover above 1.5x, a loan-to-value ratio below 60%, and a
gearing ratio below 150%. As at 31 December 2025, the Group had an interest
cover of 4.1x, a loan-to-value ratio of 33.2%, and a gearing ratio of 54.1%.
Consequently, the Group has adhered to all these covenants throughout the year
and is also expected to comfortably meet these targets over the next twelve
months.

A large part of the Group's borrowings are unsecured financing arrangements.
Below is a summary of the drawn and undrawn bank borrowings for the period:

                                                               Bank borrowings  Bank borrowings  Total
                                                               drawn            undrawn
                                                               £m               £m                £m
 As at 1 January 2025                                          843.9            519.0            1,362.9
 Bank borrowings drawn in the year under existing facilities   480.0            (480.0)          -
 Bank borrowings repaid in the year under existing facilities  (383.0)          383.0            -
 Cancellation of bank borrowing facility on refinancing        (263.0)          (112.0)          (375.0)
 New bank borrowing facility                                   830.0            267.0            1,097.0
 As at 31 December 2025                                        1,507.9          577.0            2,084.9

                                                               Bank borrowings  Bank borrowings  Total
                                                               drawn            undrawn
                                                               £m               £m                £m
 As at 1 January 2024                                          481.9            531.0            1,012.9
 Bank borrowings drawn in the year under existing facilities   265.0            (265.0)          -
 Bank borrowings repaid in the year under existing facilities  (178.0)          178.0            -
 Book value of UKCM borrowings                                 200.0            -                200.0
 New bank borrowing facility                                   75.0             75.0             150.0
 As at 31 December 2024                                        843.9            519.0            1,362.9

                                                                                31 December      31 December
                                                               2025                              2024
                                                               £m                                £m
 Bank borrowings drawn: due in more than one year                               1,507.9          843.9
 Less: unamortised costs on bank borrowings                                     (8.3)            (6.7)
 Fair value gain on UKCM borrowings on acquisition                              (19.5)           (25.5)
 Total net drawn bank borrowings                                                1,480.1          811.7

 Current bonds                                                                  31 December      31 December
                                                               2025                              2024
                                                               £m                                £m
 2.625% Bonds 2026                                                              65.6             -
 Total net current bonds                                                        65.6             -

 Non-current bonds                                                              31 December      31 December
                                                               2025                              2024
                                                               £m                                £m
 2.625% Bonds 2026                                                              -                249.8
 3.125% Bonds 2031                                                              248.5            248.3
 4.750% Bonds 2032                                                              297.1            -
 1.500% Green Bonds 2033                                                        247.7            247.4
 2.860% USPP 2028                                                               250.0            250.0
 2.980% USPP 2030                                                               150.0            150.0
 Less: unamortised costs on loan notes                                          (5.1)            (3.7)
 Total net non-current bonds                                                    1,188.2          1,141.8
 The weighted average term to maturity of the Group's debt as at the year end
 is 4.3 years (31 December 2024: 4.7 years).

 Maturity of borrowings
                                                                                31 December      31 December
                                                               2025                              2024
                                                               £m                                £m
 Repayable less than one year                                                   65.6                                    -
 Repayable between one and two years                                            340.0            424.0
 Repayable between two and five years                                           1,467.9          819.9
 Repayable in over five years                                                   900.0            750.0
 Total borrowings repayable                                                     2,773.5          1,993.9

 

 

 

 

 

 

 

 

 

 

26. Interest rate derivatives

To manage the interest rate risk from variable rate loans, the Group has
entered into several interest rate derivatives. These include interest rate
caps and one interest rate swap, which fix or cap the rate to which compounded
SONIA can rise. These derivatives match the initial term of the respective
loans.

As of the year end, the weighted average capped rate, excluding any margin
payable, was 2.71% (2024: 2.59%). This effectively caps the level to which
SONIA can rise on £389.3 million (2024: £349.3 million) of notional hedged
debt, limiting the impact of an interest rate rise on this amount. The
interest rate derivatives ensure that 72.7% of the Group's drawn borrowings at
the year end have a fixed or hedged interest rate. The Group's average cost of
debt at year end was 3.58% (2024: 3.05%). The total premium paid during the
year to secure the interest rate caps was £2.5 million (2024: £1.8 million).

The Group aims to hedge at least 90% of its total drawn debt portfolio using
interest rate derivatives or fixed-rate loan arrangements. As the new
Santander facility has an initial term of only 12 months and the Groups
intention is to refinance this facility, we have chosen not to hedge it. As a
result, the Group had either fixed or capped rates on 72.7% of its drawn debt
at the year end (31 December 2024: 93.4%). Excluding the Santander facility,
93.7% of drawn debt is at fixed or capped rates.

                                                                             31 December  31 December
                                                                             2025         2024
                                                                             £m           £m
 Non-current assets: interest rate derivatives                               2.8          7.6
 The interest rate derivatives are valued by the relevant counterparty banks in
 accordance with IFRS 9. Any movement in the mark-to-market values of the
 derivatives are taken to the Group Statement of Comprehensive Income

                                                                             31 December  31 December
                                                                             2025         2024
                                                                             £m           £m
 Interest rate derivative valuation brought forward                          7.6          11.1
 Premium paid                                                                2.5          1.8
 Changes in fair value of interest rate derivatives                          (7.3)        (5.3)
 Total interest rate derivatives                                             2.8          7.6

                                                                             31 December  31 December
                                                                             2025         2024
                                                                             Drawn        Drawn
                                                                             £m           £m
 Total borrowings drawn (note 27)                                            2,773.5      1,993.9
 Notional value of effective interest rate derivatives and fixed-rate loans  2,016.4      1,862.3
 Proportion of hedged debt                                                   72.7%        93.4%

 

Fair value hierarchy

The fair value of Group's interest rate derivatives is recorded in the Group
Statement of Financial Position and is determined by forming an expectation
that interest rates will exceed strike rates and discounting these future cash
flows at the prevailing market rates as at the year end. This valuation
technique falls within Level 2 of the fair value hierarchy as defined by IFRS
13. There have been no transfers between Level 1 and Level 2 during any of the
years, nor have there been any transfers between Level 2 and Level 3 during
any of the years.

27. Financial risk management

Financial instruments

The Group's principal financial assets and liabilities are those that arise
directly from its operations: trade and other receivables, trade and other
payables and cash held at bank. The Group's other principal financial assets
and liabilities are bank borrowings and interest rate derivatives. The main
purpose of bank borrowings and derivatives is to finance the acquisition and
development of the Group's investment property portfolio and hedge against the
interest rate risk arising.

Set out below is a comparison by class of the carrying amounts and fair value
of the Group's financial instruments that are carried in the financial
statements:

                                                          Book value   Fair value  Book value   Fair value
                                 31 December              31 December              31 December  31 December
                                 2025                     2025                     2024         2024
                                 £m                       £m                       £m           £m
 Financial assets
 Interest rate derivatives                                2.8          2.8         7.6          7.6
 Trade and other receivables(1)                           18.1         18.1        26.5         26.5
 Cash held at bank                                        130.6        130.6       80.6         80.6
 Financial liabilities
 Trade and other payables(2)                              158.6        158.6       107.3        107.3
 Borrowings                                               2,766.8      2,626.7     1,989.4      1,797.0
 1. Excludes certain VAT, prepayments and other debtors.
 2. Excludes tax and VAT liabilities.

 

Financial assets, interest rate derivatives are the only financial instruments
measured at fair value through profit and loss. All other financial assets and
all financial liabilities are measured at amortised cost. All financial
instruments were designated in their current categories upon initial
recognition.

The following table sets out the fair value of those financial liabilities
measured at amortised cost where there is a difference between book value and
fair value.

                                   Total    Quoted prices in active markets  Significant observable inputs  Significant unobservable inputs
                                             (Level 1)                       (Level 2)                      (Level 3)
             Date of valuation     £m       £m                                £m                            £m
 Borrowings  31 December 2025      1,480.9  1,148.9                          332.0                          -
 Borrowings  31 December 2024      1,315.1  992.5                            322.6                          -

 

The Group has four fixed-rate loans totalling £362.0 million, provided by
PGIM (£90.0 million), Canada Life (£72.0 million) and Barings (£200.0
million). The fair value is determined by discounting the delta between
contractual and market cash flows at a weighted average cost of capital
discount rate. Market cash flows were built using the 12-year UK Gilt of 4.77%
with an implied margin of 1.74% for the 2027 loan and 1.65% for the 2031 loan.
The loans are considered to be a Level 2 fair value measurement. For all other
bank loans there is considered no other difference between fair value and
carrying value.

The fair value of financial liabilities traded on active liquid markets,
including the 2.625% Bonds 2026, 3.125% Bonds 2031, 4.75% Bonds 2032, 1.5%
Bonds 2033, 2.860% USPP 2028 and 2.980% USPP 2030, is determined with
reference to the quoted market prices. These financial liabilities are
considered to be a Level 1 fair value measure.

The fair value of the financial liabilities at Level 1 fair value measure were
£1,148.9 million (2024: £992.5 million) and the financial liabilities at
Level 2 fair value measure were £332.0 million (2024: £322.6 million).

Risk management

The Group is exposed to market risk (including interest rate risk), credit
risk and liquidity risk. The Board oversees the management of these risks. The
Board of Directors reviews and agrees policies for managing each of these
risks that are summarised below.

Market risk

Market risk is the risk that the fair values of financial instruments will
fluctuate because of changes in market prices. The financial instruments held
by the Group that are affected by market risk are principally the Group's cash
balances and bank borrowings along with a number of interest rate derivatives
entered into to mitigate interest rate risk.

The Group monitors its interest rate exposure on a regular basis. A
sensitivity analysis performed to ascertain the impact on the Group Statement
of Comprehensive Income and net assets of a 100 basis point shift in interest
rates would result in an increase of £11.5 million (2024: £4.8 million) or a
decrease of £11.5 million (2024: £4.8 million).

 

Credit risk

Credit risk is the risk that a counterparty will not meet its obligations
under a financial instrument or customer contract, leading to a financial
loss. The Group is exposed to credit risks from both its leasing activities
and financing activities, including deposits with banks and financial
institutions. Credit risk is mitigated by tenants being required to pay
rentals in advance under their lease obligations. The credit quality of the
tenant is assessed based on an extensive credit rating scorecard at the time
of entering into a lease agreement.

Outstanding trade receivables are regularly monitored. The maximum exposure to
credit risk at the reporting date is the carrying value of each class of
financial asset. We conduct ongoing covenant analysis of our clients and
strengthened our team to support this work during the period. The analysis
combines publicly available financial and trading information with our own
observations and customer conversations as well as the opinions of third-party
professionals to form a view over the credit risk of counter-parties under our
leases.

Trade receivables

Trade receivables, primarily tenant rentals, are presented in the Group
Statement of Financial Position net of allowances for doubtful receivables and
are monitored on a case by case basis. Credit risk is primarily managed by
requiring tenants to pay rentals in advance and performing tests around
strength of covenant prior to acquisition and on an ongoing annual basis.

Credit risk related to financial instruments and cash deposits

One of the principal credit risks of the Group arises with the banks and
financial institutions. The Board of Directors believes that the credit risk
on short‑term deposits and current account cash balances is limited because
the counterparties are banks, who are committed lenders to the Group, with
high credit ratings assigned by international credit‑rating agencies.

Liquidity risk

Liquidity risk arises from the Group's management of working capital, the
finance charges, principal repayments on its borrowings and its commitments
under development arrangements. It is the risk that the Group will encounter
difficulty in meeting its financial obligations as they fall due, as the
majority of the Group's assets are property investments and are therefore not
readily realisable. The Group's objective is to ensure it has sufficient
available funds for its operations and to fund its capital expenditure. This
is achieved by continuous monitoring of forecast and actual cash flows by
management, ensuring it has appropriate levels of cash and available drawings
to meet liabilities as they fall due.

The table below summarises the maturity profile of the Group's financial
liabilities based on contractual undiscounted payments:

                                  < 1 Year     Between     Between     More than 5 years  Total

1-2 years
2-5 years
                   £m                          £m          £m          £m                 £m
 31 December 2025
 Borrowings                       168.8        436.0       1,609.5     945.4              3,159.7
 Trade and other payables         171.7        -           -           7.5                179.2
                                  340.5        436.0       1,609.5     952.9              3,338.9

 31 December 2024
 Borrowings                       67.9         486.6       937.9       783.7              2,276.1
 Trade and other payables         112.5        -           -           3.9                116.4
                                  180.4        486.6       937.9       787.6              2,392.5

 

Included within the contracted payments is £386.2 million (2024: £282.3
million) of loan interest payable up to the point of maturity across the
facilities.

 

 

 

 

 

28. Capital management

The Board, with the assistance of the Investment Manager, monitors and reviews
the Group's capital so as to promote the long‑term success of the business,
facilitate expansion and to maintain sustainable returns for Shareholders. The
Group considers proceeds from share issuances, bank borrowings and retained
earnings as capital. The Group's policy on borrowings is as set out below:

The level of borrowing will be on a prudent basis for the asset class, and
will seek to achieve a low cost of funds, while maintaining flexibility in the
underlying security requirements, and the structure of both the portfolio and
the REIT Group.

The Directors intend that the Group will maintain a conservative level of
aggregate borrowings with a medium‑term target of 30% - 35% of the Group's
gross assets.

The Group has complied with all covenants on its borrowings up to the date of
this report (see note 25). All of the targets mentioned above sit comfortably
within the Group's covenant levels, which include loan to value ("LTV"),
interest cover ratio and loan to projected project cost ratio. The Group LTV
at the year end was 33.2% (2024: 28.8%) and there is substantial headroom
within existing covenants.

Debt is drawn at the asset and corporate level, subject to the assessment of
the optimal financing structure for the Group and having consideration to key
metrics including lender diversity, debt type and maturity profiles.

29. Equity reserves

Share capital

The share capital relates to amounts subscribed for share capital at its
nominal value:

 Issued and fully paid at 1 pence each                  31 December           31 December  31 December    31 December
                                                        2025                  2025         2024           2024
                                                        Number                £m           Number         £m
 Balance at beginning of year - £0.01 Ordinary Shares   2,480,677,459         24.8         1,903,738,325  19
 Share issued from acquisitions                              221,444,706      2.2           576,939,134                       5.8
 Balance at end of year                                 2,702,122,165         27.0         2,480,677,459  24.8

 

On 22 October 2025, the Company issued 221.4 million Ordinary Shares at a fair
value of 148.6p per share (1p nominal value and a premium of 147.6p). These
shares were issued as part of the consideration for acquiring 100% interest in
a logistics portfolio from Blackstone.

On 17 May 2024, the Company issued 576.9 million Ordinary Shares at a fair
value of 166.9p per share (1p nominal value and a premium of 165.9p). These
shares were issued as consideration for acquiring 100% of the issued share
capital of UK Commercial Property REIT. Shareholders of UK Commercial Property
REIT were entitled to receive 0.444 shares for each UK Commercial Property
REIT share they held.

Share premium

The share premium relates to amounts subscribed for share capital in excess of
its nominal value.

Merger Reserve

Movements in the current year relate to the shares issued in relation
acquisition of the logistics portfolio from Blackstone as described above
(refer to note 17).

Movements in the prior year relate to the shares issued in relation the UKCM
merger as described above (refer to note 17).

Capital reduction reserve

In 2015, 2018 and 2023, the Company by way of Special Resolution cancelled the
then value of its share premium account, by an Order of the High Court of
Justice, Chancery Division. As a result of these cancellations, £422.6
million, £932.4 million and £764.4 million respectively were transferred
from the share premium account into the capital reduction reserve account. The
capital reduction reserve account is classed as a distributable reserve.
Movements in the current year relate to dividends paid.

Retained earnings

Retained earnings relates to all net gains and losses not recognised
elsewhere.

30. Net asset value ("NAV") per share

Basic NAV per share is calculated by dividing net assets in the Group
Statement of Financial Position attributable to ordinary equity holders of the
Parent by the number of Ordinary Shares outstanding at the end of the year. As
there are  dilutive instruments outstanding, both basic and diluted NAV per
share are shown below.

 

                                                                                                      31 December    31 December
                                            2025                            2024
                                            £m                              £m
 Net assets per Group Statement of Financial Position                                                 5,058.9        4,567.4
 EPRA NTA                                                                                             5,073.4        4,603.2

 Ordinary Shares:
 Issued share capital (number)                                                                        2,702,122,164  2,480,677,459
 Net asset value per share - basic                                                                    187.22p        184.12p
 Dilutive shares in issue (number)                                                                    8,766,896      -
 Net asset value per share - dilutive                                                                 187.09p        184.12p

                                            31 December 2025                                31 December 2024
                                            EPRA NTA        EPRA NRV        EPRA NDV        EPRA NTA  EPRA NRV       EPRA NDV
                                            £m              £m              £m              £m        £m             £m
 NAV attributable to shareholders           5,058.9         5,058.9         5,058.9         4,567.4   4,567.4        4,567.4
 Revaluation of land options                17.7            17.7            17.7            18.0      18.0           18.0
 Mark-to-market adjustments of derivatives  (2.8)           (2.8)           -               18.5      18.5           -
 Intangibles                                (0.4)           -               -               (0.7)     -              -
 Fair value of debt                         -               -               140.1           -         -              192.4
 Real estate transfer tax(1)                -               534.6           -               -         444.6          -
 NAV                                        5,073.4         5,608.4         5,216.7         4,603.2   5,048.5        4,777.8
 NAV per share                              187.76p         207.56p         193.06p         185.56p   203.51p        192.60p
 Dilutive NAV per share                     187.63p         207.37p         192.91p         185.56p   203.51p        192.60p

See notes to the EPRA NAV calculations for further details.

31. Operating leases

The future minimum lease payments under non‑cancellable operating leases
receivable by the Group are as follows:

                   Less than 1 year          Between 1 and 2 years     Between 2 and 3 years     Between 3 and 4 years     Between 4 and 5 years     More than 5 years     Total
                   £m                        £m                        £m                        £m                        £m                        £m                    £m
 31 December 2025           329.1                      325.5                     322.4                     315.9                     303.5                  2,347.1            3,943.5
 31 December 2024            295.3                     284.1                     274.8                     247.4                     232.8                  1,952.1            3,286.5

The majority of the Group's investment properties are leased to single
tenants, some of which have guarantees attached, under the terms of a
commercial property lease. Each has upward-only rent reviews that are linked
to either RPI/CPI, open market or with fixed uplifts. The weighted average
unexpired lease term is 9.6 years (2024: 10.3 years).

 

 

 

 

 

 

32. Transactions with related parties

For the year ended 31 December 2025, all Directors and some of the Members of
the Manager are considered key management personnel. The terms and conditions
of the Investment Management Agreement are described in the Management
Engagement Committee Report. Details of the amount paid for services provided
by Tritax Management LLP ("the Manager") are provided in note 11.

The total amount payable in the period relating to the Investment Management
Agreement was £27.2 million (31 December 2024: £24.6 million), with the
total amount outstanding at the period end was £7.1 million (31 December
2024: £6.6 million).

The Manager receives a net fee relating to asset management services provided
to three properties which are 4% owned by the Group, amounting to £0.05
million for the period ended 31 December 2025 (31 December 2024: £0.05
million).

The total expense recognised in the Group Statement of Comprehensive Income
relating to share-based payments under the Investment Management Agreement was
£5.5 million (2024: £5.0 million), of which £2.8 million (2024: £2.7
million) was outstanding at the year end.

Details of amounts paid to Directors for their services can be found within
the Directors' Remuneration Report.

During the year the six Members of the Manager included Colin Godfrey, James
Dunlop, Henry Franklin, Petrina Austin, Bjorn Hobart and Frankie Whitehead.

During the year the Directors who served during the year received the
following dividends Aubrey Adams: £23,790 (2024: £21,345), Alastair Hughes:
£6,089 (2024: £5,157), Richard Laing: £6,234 (2024: £5,329), Karen
Whitworth £4,797 (2024: £3,942) Wu Gang £682 (2024: £524) and Elizabeth
Brown £1,616 (2024: £1,534) . See note 11 and Directors' Remuneration Report
for further details.

During the year the Members of the Manager received the following dividends:
Colin Godfrey: £216,066 (2024: £225,247), James Dunlop: £251,826 (2024:
£220,554), Henry Franklin: £182,534 (2024: £163,645), Petrina Austin:
£34,545 (2024: £29,564), Bjorn Hobart: £38,874 (2024: £33,672) and Frankie
Whitehead £22,048 (2024: £17,174).

With regards to Tritax Management's part originating the data centre
opportunity for the Group:

·      In the current year it has received £6.1 million in
consideration for its 50% ownership of the JV, including a first right of
refusal for the Company on the Manager's data centre pipeline;

·      It will receive a development management fee, in line with market
terms, of up to 5% of the development cost of the scheme, contingent upon
receiving planning consent; and

·      It will receive a  profit share of 17.5% of the total Phase 1
development profits, contingent upon full delivery of a practically completed
and let data centre, of which 50% will be applied to the subscription or
acquisition of shares in the Company.

 

 

33. Reconciliation of liabilities to cash flows from financing activities

                                                        Borrowings  Derivative financial instruments  Loan notes  Total
                                                        £m          £m                                £m          £m
 Balance on 1 January 2025                              811.6       (7.5)                             1,141.8     1,945.9
 Cash flows from financing activities:
 Bank borrowings advanced                               1,310.0     -                                 -           1,310.0
 Bank borrowings repaid                                 (646.0)     -                                 -           (646.0)
 Issue of loan notes                                    -                                             297.0       297.0
 Early redemption of loan notes                         -           -                                 (181.9)     (181.9)
 Interest rate cap premium paid                         -           (2.5)                             -           (2.5)
 Loan arrangement fees paid                             (3.7)       -                                 (4.7)       (8.4)
 Non-cash movements:
 Amortisation of loan arrangement fees                  2.1         -                                 1.5         3.6
 Fair value movement                                    6.1         7.3                               -           13.4
 Balance on 31 December 2025                            1,480.1     (2.7)                             1,253.7     2,731.1
 In addition to the above cash flow movements in borrowings, interest was also
 paid of £60.2 million (2024: £60.6 million); this is included in the
 movement in accruals.

                                                        Borrowings  Derivative financial instruments  Loan notes  Total
                                                        £m          £m                                £m          £m
 Balance on 1 January 2024                              474.7       (11.1)                            1,140.5     1,604.1
 Cash flows from financing activities:
 Bank borrowings advanced                               340.0       -                                 -           340.0
 Bank borrowings repaid                                 (178.0)     -                                 -           (178.0)
 Interest rate cap premium paid                         -           (1.8)                             -           (1.8)
 Loan arrangement fees paid                             (1.0)       -                                 (0.2)       (1.2)
 Non-cash movements:
 Change in creditors for loan arrangement fees payable  174.5       -                                 -           174.5
 Amortisation of loan arrangement fees                  1.4         -                                 1.5         2.9
 Fair value movement                                    -           5.4                               -           5.4
 Balance on 31 December 2024                            811.6       (7.5)                             1,141.8     1,945.9

 

34. Capital commitments

The Group had capital commitments of £46.8 million in relation to its
development activity, asset management initiatives and commitments under
development land, outstanding as at 31 December 2025 (31 December 2024:
£101.2 million). All commitments fall due within one year from the date of
this report.

35. Subsequent events

In January and February 2026, the Company sold £13.3 million of non-strategic
assets and exchanged £11.4 million of logistics investment assets.

There were no other significant events occurring after the reporting period,
but before the financial statements were authorised for issue.

 

36. Asset acquisition

The Group acquired all the shares of a logistics portfolio from Blackstone.
The shares issued in consideration for the acquisition qualify for merger
relief and as a result no share premium has been recognised and merger reserve
has been established. The target operations were solely the ownership of
investment properties complete with extant tenant operating leases along with
related cash, other associated assets and working capital balances. The
consideration paid partly in shares of the company and in cash which has been
allocated across the net assets acquired by fair valuing working capital
acquired (given the short term nature of the amounts these values have been
taken to represent cost), fair valuing cash acquired (being the principal
amount) with the remaining consideration being allocated across the investment
properties acquired (refer to note 17).

                                          22 October 2025
 Assets and liabilities acquired:         £m
 Investment property fair value           1,000.9
 Discount to cost on acquisition          (11.0)
 Investment property recognised at cost   989.9
 Cash                                     23.4
 Other net assets                         (21.6)
 Acquisition costs                        (17.4)
 Total consideration paid                 974.3
 Consideration paid - shares              329.1
 Deferred consideration                   13.0
 Consideration paid - Cash                632.2

 

 COMPANY STATEMENT OF FINANCIAL POSITION
 As at 31 December 2025
 Company Registration Number: 08215888
                                                          Note         At         At
                                                          31 December             31 December
                                                          2025                    2024
                                                          £m                      £m
 Fixed assets
 Investment in subsidiaries                               5            4,201.4    3,798.9
 Financial assets                                                      0.6        -
 Interest rate derivatives                                10           0.5        0.7
 Total fixed assets                                                    4,202.5    3,799.6

 Current assets
 Debtors                                                  6            2,128.8    1,278.3
 Cash held at bank                                        7            20.2       7.6
 Total current assets                                                  2,149.0    1,285.9

 Creditors: amounts falling due within one year
 Creditors                                                8            (46.4)     (23.9)
 Loans from Group companies                                            (423.1)    (174.6)
 Loan notes                                               9            (65.6)     -
 Total current liabilities                                             (535.1)    (198.5)

 Net current assets                                                    1,613.9    1,087.4

 Total assets less current liabilities                                 5,816.4    4,887.0

 Creditors: amounts falling due after more than one year
 Bank borrowings                                          9            (1,090.6)  (426.1)
 Loan notes                                               9            (1,188.2)  (1,141.8)
 Total non-current liabilities                                         (2,278.8)  (1,567.9)

 Total net assets                                                      3,537.6    3,319.1

 Equity
 Share capital                                            11           27.0       24.8
 Share premium reserve                                                 49.2       49.2
 Capital reduction reserve                                             1,088.1    1,289.0
 Merger reserve                                                        1,283.9    957.0
 Retained earnings                                                     1,089.4    999.1
 Total equity                                                          3,537.6    3,319.1

 

The Company has taken advantage of the exemption allowed under section 408 of
the Companies Act 2006 and has not presented its own profit and loss account
in these financial statements. The profit attributable to the Parent Company
for the year ended 31 December 2025 amounted to £90.3 million (31 December
2024: £161.6 million).

These financial statements were approved by the Board of Directors on 26
February 2026 and signed on its behalf by:

 

Aubrey Adams

Chairman

 

 

 COMPANY STATEMENT OF CHANGES IN EQUITY
 For the year ended 31 December 2025
                                                           Undistributable reserves                      Distributable reserves
                                                     Note  Share capital  Share premium  Merger reserve  Capital reduction reserve  Retained earnings  Total
                                                     £m                   £m             £m              £m                         £m                 £m
 1 January 2025                                            24.8           49.2           957.0           1,289.0                    999.1              3,319.1
 Profit for the year and total comprehensive income        -              -              -               -                          90.3               90.3
                                                           24.8           49.2           957.0           1,289.0                    1,089.4            3,409.4
 Contributions and distributions
 Share issue in relation to the asset acquisition          2.2            -              326.9           -                          -                  329.1
 Dividends paid                                      4     -              -              -               (200.9)                    -                  (200.9)
 31 December 2025                                          27.0           49.2           1,283.9         1,088.1                    1,089.4            3,537.6

                                                           Undistributable reserves                      Distributable reserves
                                                     Note  Share capital  Share premium  Merger reserve  Capital reduction reserve  Retained earnings  Total
                                                     £m                   £m             £m              £m                         £m                 £m
 1 January 2024                                            19.0           49.1           -               1,463.9                    837.5              2,369.5
 Profit for the year and total comprehensive income        -              -              -               -                          161.6              161.6
                                                           19.0           49.1           -               1,463.9                    999.1              2,531.1
 Contributions and distributions
 Share issue for UKCM acquisition                          5.8            0.1            957.0           -                          -                  962.9
 Dividends paid                                      4     -              -              -               (174.9)                    -                  (174.9)
 31 December 2024                                          24.8           49.2           957.0           1,289.0                    999.1              3,319.1

 

NOTES TO THE COMPANY ACCOUNTS

1. Accounting policies

Basis of preparation

The financial statements have been prepared in accordance with Financial
Reporting Standard 101 Reduced Disclosure Framework ("FRS 101"). Assets are
classified in accordance with the definitions of fixed and current assets in
the Companies Act 2006.

Disclosure exemptions adopted

In preparing these financial statements the Company has taken advantage of all
disclosure exemptions conferred by FRS 101. Therefore these financial
statements do not include:

·      certain comparative information as otherwise required by adopted
IFRS;

·      certain disclosures regarding the Company's capital;

·      a statement of cash flows;

·      the effect of future accounting standards not yet adopted;

·      the disclosure of the remuneration of key management personnel;
and

·      disclosure of related party transactions with other wholly owned
members of Tritax Big Box REIT plc.

In addition, and in accordance with FRS 101, further disclosure exemptions
have been adopted because equivalent disclosures are included in the Company's
consolidated financial statements. These financial statements do not include
certain disclosures in respect of:

·      share-based payments;

·      financial instruments;

·      fair value measurement other than certain disclosures required as
a result of recording financial instruments at fair value.

Principal accounting policies

The principal accounting policies adopted in the preparation of the financial
statements are set out below. The policies have been consistently applied to
all the years presented, unless otherwise stated.

Basis of accounting

These financial statements have been presented as required by the Companies
Act 2006 and have been prepared under the historical cost convention and in
accordance with applicable Accounting Standards and policies in the United
Kingdom ("UK GAAP").

Currency

The Company financial statements are presented in Sterling which is also the
Company's functional currency and all values are rounded to the nearest 0.1
million (£m), except where otherwise indicated.

Other income

Other income represents dividend income which has been declared by its
subsidiaries and is recognised when it is received.

Dividends payable for Shareholders

Equity dividends are recognised when they become legally payable. Interim
equity dividends are recognised when paid. Final equity dividends are
recognised when approved by the Shareholders at an Annual General Meeting.

1.1 Financial assets

The Company classifies its financial assets into one of the categories
discussed below, depending on the purpose for which the asset was acquired.
The Company's accounting policy for each category is as follows:

Fair value through profit or loss

This category comprises in‑the‑money derivatives and out‑of‑money
derivatives where the time value offsets the negative intrinsic value. They
are carried in the Company Statement of Financial Position at fair value with
changes in fair value recognised in the profit or loss in the finance income
or expense line. Other than derivative financial instruments which are not
designated as hedging instruments, the Company does not have any assets held
for trading nor does it voluntarily classify any financial assets as being at
fair value through profit or loss.

Amortised cost

These assets arise principally from the provision of goods and services to
clients (such as trade receivables), but also incorporate other types of
financial assets where the objective is to hold these assets in order to
collect contractual cash flows and contractual cash flows are solely payments
of principal and interest. They are initially recognised at fair value plus
transaction costs that are directly attributable to their acquisition or issue
and are subsequently carried at amortised cost being the effective interest
rate method, less provision for impairment.

Impairment provisions for current receivables are recognised based on the
simplified approach within IFRS 9 using a provision matrix in the
determination of the lifetime expected credit losses. During this process the
probability of the non‑payment of the trade receivables is assessed. This
probability is then multiplied by the amount of the expected loss arising from
default to determine the lifetime expected credit loss for the trade
receivables. On confirmation that the trade receivable will not be
collectable, the gross carrying value of the asset is written off against the
associated provision.

Impairment provisions for receivables from related parties and loans to
related parties are recognised based on a forward‑looking expected credit
loss model. The methodology used to determine the amount of provision is based
on whether there has been a significant increase in credit risk since initial
recognition of the financial asset, 12-month expected credit losses along with
gross interest income are recognised. For those for which credit risk has
increased significantly, lifetime expected credit losses along with the gross
interest income are recognised. For those that are determined to be credit
impaired, lifetime expected credit losses along with interest income on a net
basis are recognised.

The Company's financial assets measured at amortised cost comprise trade and
other receivables and cash and cash equivalents in the Company Statement of
Financial Position.

Cash and cash equivalents includes cash in hand, deposits held at call with
banks, and other short-term highly liquid investments with original maturities
of three months or less.

Investments in subsidiaries

The investments in subsidiary companies are included in the Company's
Statement of Financial Position at cost less provision for impairment.

Significant accounting judgements, estimates and assumptions

The preparation of the Company's financial statements require management to
make judgements, estimates and assumptions that affect the reported amounts of
revenues, expenses, assets and liabilities and the disclosure of contingent
liabilities at the reporting date. However, uncertainty about these
assumptions and estimates could result in outcomes that require a material
adjustment to the carrying amount of the asset or liability affected in future
years. There were no significant accounting judgements, estimates or
assumptions in preparing these financial statements.

2. Standards issued and effective from 1 January 2025

There was no material effect from the adoption of other amendments to IFRS
effective in the year. They have no impact to the Company significantly as
they are either not relevant to the Company's activities or require accounting
which is consistent with the Company's current accounting policies.

3. Taxation

                     Year ended                                          Year ended
                     31 December                                         31 December
                     2025                                                2024
                     £m                                                  £m
 UK corporation tax                         -                                                   -

 

The UK corporation tax rate for the financial year is 25%. Accordingly, this
rate has been applied in the measurement of the Group's tax liability at 31
December 2025.

4. Dividends paid

For details of dividends paid by the Company during the year, refer to note 16
of the Group's financial statements.

 

5. Investment in subsidiaries

                                             31 December  31 December
                                             2025         2024
                                             £m           £m
 As at 1 January                             3,798.9      2,166.9
 Increase in investments via share purchase  402.5        979.9
 Debt for equity swap                        -            661.2
 Disposals                                   -            (9.1)
 As at 31 December                           4,201.4      3,798.9

The increase in investments were as a result of capitalisation of
inter-company loans to fund the acquisitions made in the periods.

The company had the following undertakings as at 31 December 2025:

 Entity name                                                                     Principal activity          Country of Incorporation  Ownership %
 TBBR Holdings 1 Limited                                                         Investment holding company  Jersey                    100%*
 TBBR Holdings 2 Limited                                                         Investment holding company  Jersey                    100%
 Baljean Properties Limited                                                      Property investment         Isle of Man               100%
 Tritax Acquisition 2 Limited                                                    Investment holding company  Jersey                    100%
 Tritax Acquisition 2 (SPV) Limited                                              Investment holding company  Jersey                    100%
 The Sherburn RDC Unit Trust                                                     Property investment         Jersey                    100%
 G Avonmouth Unit Trust                                                          Property Investment         Jersey                    100%
 Tritax Acquisition 4 Limited                                                    Property investment         Jersey                    100%
 Sonoma Ventures Limited                                                         Property investment         BVI                       100%
 Tritax REIT Acquisition 9 Limited                                               Investment holding company  UK¹                       100%*
 Tritax Acquisition 10 Limited                                                   Property investment         Jersey                    100%
 Tritax Acquisition 11 Limited                                                   Property investment         Jersey                    100%
 Tritax Acquisition 12 Limited                                                   Property investment         Jersey                    100%
 Tritax Acquisition 13 Limited                                                   Property investment         Jersey                    100%
 Tritax Acquisition 14 Limited                                                   Property investment         Jersey                    100%
 Tritax Worksop Limited                                                          Property investment         BVI                       100%
 Tritax REIT Acquisition 16 Limited                                              Investment holding company  UK¹                       100%*
 Tritax Acquisition 16 Limited                                                   Property investment         Jersey                    100%
 Tritax Acquisition 17 Limited                                                   Property investment         Jersey                    100%
 Tritax Acquisition 18 Limited                                                   Property investment         Jersey                    100%
 Tritax Harlow Limited                                                           Property investment         Guernsey                  100%
 Tritax Lymedale Limited                                                         Property investment         Jersey                    100%
 Tritax Acquisition 21 Limited                                                   Property investment         Jersey                    100%
 Tritax Acquisition 22 Limited                                                   Property investment         Jersey                    100%
 Tritax Acquisition 23 Limited                                                   Property investment         Jersey                    100%
 Tritax Acquisition 24 Limited                                                   Property investment         Jersey                    100%
 Tritax Burton Upon Trent Limited                                                Property investment         BVI                       100%
 Tritax Acquisition 28 Limited                                                   Property investment         Jersey                    100%
 Tritax Peterborough Limited                                                     Property investment         Jersey                    100%
 Tritax Littlebrook 2 Limited                                                    Property investment         Jersey                    100%
 Tritax Littlebrook 4 Limited                                                    Property investment         Jersey                    100%
 Tritax Atherstone (UK) Limited                                                  Property investment         UK¹                       100%
 Tritax Stoke DC1&2 Limited                                                      Investment holding company  Jersey                    100%*
 Tritax Stoke DC3 Limited                                                        Investment holding company  Jersey                    100%*
 Tritax Holdings CL Debt Limited                                                 Investment holding company  Jersey                    100%*
 Tritax Portbury Limited                                                         Property investment         Jersey                    100%
 Tritax Newark Limited                                                           Property investment         Jersey                    100%
 Tritax Carlisle Limited                                                         Investment holding company  Jersey                    100%*
 Tritax Stoke Management Limited                                                 Management company          UK¹                       100%
 Tritax Holdings PGIM Debt Limited                                               Investment holding company  Jersey                    100%*
 Tritax Merlin 310 Trafford Park Limited                                         Property investment         Jersey                    100%*
 Tritax West Thurrock Limited                                                    Property investment         Jersey                    100%
 Tritax Tamworth Limited                                                         Property investment         Jersey                    100%
 Tritax Acquisition 35 Limited                                                   Property investment         Jersey                    100%
 Tritax Acquisition 36 Limited                                                   Property investment         Jersey                    100%*
 Tritax Acquisition 37 Limited                                                   Property investment         Jersey                    100%*
 Tritax Acquisition 38 Limited                                                   Property investment         Jersey                    100%*
 Tritax Acquisition 39 Limited                                                   Property investment         Jersey                    100%*
 Tritax Acquisition 40 Limited                                                   Property investment         Jersey                    100%*
 Tritax Acquisition 41 Limited                                                   Property investment         Jersey                    100%*
 Tritax Littlebrook 1 Limited                                                    Property investment         Jersey                    100%
 Tritax Littlebrook 3 Limited                                                    Property investment         Jersey                    100%
 Tritax Atherstone Limited                                                       Investment holding company  Jersey                    100%*
 Tritax Acquisition 42 Limited                                                   Property investment         Jersey                    100%*
 Tritax Acquisition 43 Limited                                                   Property investment         Jersey                    100%*
 Tritax Carlisle UK Limited                                                      Investment holding company  UK¹                       100%
 Tritax Edinburgh Way Harlow Limited                                             Property investment         Jersey                    100%*
 Tritax Acquisition 45 Limited                                                   Property investment         Jersey                    100%*
 Tritax Acquisition 46 Limited                                                   Property investment         Jersey                    100%*
 Tritax Acquisition 47 Limited                                                   Property investment         Jersey                    100%*
 Tritax Acquisition 48 Limited                                                   Property investment         Jersey                    100%*
 Tritax Acquisition 49 Limited                                                   Property investment         Jersey                    100%*
 Tritax Littlebrook Management Limited                                           Property investment         UK¹                       100%*
 TBBR Holdings 4 Limited                                                         Investment holding company  Jersey                    100%*
 Tritax Acquisition 50 Limited                                                   Property investment         Jersey                    100%*
 Tritax Acquisition Electric Avenue Limited                                      Property investment         Jersey                    100%*
 Tritax Acquisition 51 Limited                                                   Property investment         Jersey                    100%*
 TBBR Finance (Jersey) Limited)                                                  Financing company           Jersey                    100%*
 Tritax PowerBox Member Co 1 Limited                                             Investment holding company  UK(1)                     100%*

 Tritax PowerBox Member Co 2 Limited                                             Investment holding company  UK(1)                     100%*
 Tritax PowerBox 1 GP LLP(#)                                                     Investment holding company  UK(1)                     100%
 Tritax PowerBox 1 LP(#)                                                         Investment holding company  UK(1)                     100%
 Tritax Power Box Platform Co Ltd(#)                                             Investment holding company  UK(1)                     100%
 Manor Farm Propco Limited(#)                                                    Property investment         Jersey                    100%
 Tritax PowerBox Limited(#)                                                      Investment holding company  UK(1)                     100%
 Tritax Acquisition 52 Limited(#)                                                Investment Company          UK(1)                     100%
 Tritax Chelmsford Propco Ltd(#)                                                 Property investment         Jersey                    100%
 UK Commercial Property REIT Limited                                             Investment holding company  Guernsey                  100%*
 UK Commercial Property Estates Holdings Limited                                 Property investment         Guernsey                  100%
 UK Commercial Property Finance Holdings Limited                                 Property investment         Guernsey                  100%
 UK Commercial Property Estates Limited                                          Investment holding company  Guernsey                  100%
 UK Commercial Property Holdings Limited                                         Investment holding company  Guernsey                  100%
 St Georges Leicester Unit Trust                                                 Property investment         Jersey                    100%
 Junction 27 Retail Unit Trust                                                   Property investment         Jersey                    100%
 Rotunda Kingston Property Unit Trust                                            Property investment         Jersey                    100%
 Randell Property Limited(#)                                                     Property investment         BVI                       100%
 Tritax Newark Management Limited(#)                                             Management company          UK¹                       100%
 XK 2 United Super Topco Ltd(#)                                                  Investment holding company  Jersey                    100%*^
 XK 2 United Topco B Ltd(#)                                                      Investment holding company  Jersey                    100%^
 XK 2 United Topco Ltd(#)                                                        Investment holding company  Jersey                    100%^
 XK 2 United Mezzco Ltd(#)                                                       Investment holding company  Jersey                    100%^
 XK 2 United Pledgeco Ltd(#)                                                     Investment holding company  Jersey                    100%^
 XK 2 United Holdco Ltd(#)                                                       Investment holding company  Jersey                    100%^
 XK 2 United Propco I Ltd(#)                                                     Investment holding company  Jersey                    100%^
 XK 2 United Topco II Ltd(#)                                                     Investment holding company  Jersey                    100%^
 XK 2 United Mezzco II Ltd(#)                                                    Investment holding company  Jersey                    100%^
 XK 2 United Pledgeco II Ltd(#)                                                  Investment holding company  Jersey                    100%^
 XK 2 United Holdco II Ltd(#)                                                    Property investment         Jersey                    100%^
 XK 2 United Propco II Ltd(#)                                                    Property investment         Jersey                    100%^
 XK 2 United Propco II A Ltd(#)                                                  Property investment         Jersey                    100%^
 Algarve Unitholder I Limited(#)                                                 Property investment         Jersey                    100%*^
 Cleo Propco I Limited(#)                                                        Property investment         Jersey                    100%*^
 Cleo Propco II Limited(#)                                                       Property investment         IOM                       100%*^
 Cleo Propco III Limited(#)                                                      Property investment         IOM                       100%*^
 Tritax Big Box Development Holdings Ltd (formally known as Tritax Symmetry      Investment holding company  Jersey                    100%*
 Holdings Limited)
 Tritax Big Box Developments Holdco 1 Ltd (formally known as db Symmetry Group   Investment holding company  UK²                       100%
 Ltd)
 db Symmetry Ltd                                                                 Investment holding company  UK²                       100%
 Tritax Big Box Developments (BVI) Ltd (formally known as Tritax Symmetry (BVI)  Investment holding company  British Virgin Islands    100%
 Ltd)
 Tritax Symmetry Holdings (Biggleswade) Co. Limited                              Investment holding company  British Virgin Islands    100%
 Tritax Symmetry Properties (Biggleswade) Co. Limited                            Property investment         British Virgin Islands    100%
 Tritax Symmetry Holdings (Blyth) Co. Limited                                    Investment holding company  British Virgin Islands    100%
 Tritax Symmetry Properties (Blyth) Co. Limited                                  Property investment         British Virgin Islands    100%
 Tritax Symmetry Holdings (Middlewich) Co. Limited                               Investment holding company  British Virgin Islands    100%
 Tritax Symmetry Properties (Middlewich) Co. Limited                             Property investment         British Virgin Islands    100%
 Tritax Symmetry Development (Blyth) UK Ltd                                      Property development        UK²                       100%^
 Tritax Symmetry Development (Biggleswade) UK Ltd                                Property development        UK²                       100%^
 Tritax Park Ardley Ltd                                                          Property investment         Jersey                    100%
 Tritax Symmetry Bicester 2 Ltd                                                  Property investment         Jersey                    100%
 Tritax Park Northampton West Ltd                                                Property investment         Jersey                    100%
 Tritax Symmetry Rugby South Ltd                                                 Property investment         Jersey                    100%
 Tritax Park St Helens Ltd                                                       Property investment         Jersey                    100%
 Tritax Park Wigan Ltd                                                           Property investment         Jersey                    100%
 Tritax Park Oxford Ltd                                                          Property investment         Jersey                    100%
 Tritax Park Northampton Ltd                                                     Property investment         Jersey                    100%
 Tritax Symmetry Merseyside 1 Ltd                                                Property investment         Jersey                    100%
 Tritax Park South Elmsall Ltd                                                   Property investment         Jersey                    100%
 Tritax Symmetry (Goole) Ltd                                                     Property investment         UK²                       100%^
 Tritax Big Box Developments (Midlands) Ltd                                      Investment holding company  UK²                       100%^
 Tritax Symmetry (Aston Clinton) Ltd                                             Property investment         UK²                       100%
 Tritax Park Leicester South Ltd                                                 Property investment         Jersey                    100%
 Tritax Park Gloucester Ltd                                                      Property investment         Jersey                    100%
 Tritax Symmetry (Barwell) Ltd                                                   Property investment         UK²                       100%^
 Tritax Symmetry (Rugby) Ltd                                                     Property investment         UK²                       100%^
 Tritax Symmetry (Hinckley) Ltd                                                  Property investment         UK²                       100%
 Tritax Symmetry (Darlington) Ltd                                                Property investment         UK²                       100%
 Tritax Symmetry (Blyth) Ltd                                                     Property investment         UK²                       100%^
 Tritax Symmetry (Bicester Reid) Ltd                                             Property investment         UK²                       100%
 Tritax Park Wigan UK Ltd                                                        Property investment         UK²                       100%^
 Tritax Symmetry (Land) LLP                                                      Investment holding company  UK²                       100%
 Tritax Symmetry (Kettering) LLP                                                 Property investment         UK²                       100%
 Tritax Symmetry (Lutterworth) LLP                                               Property investment         UK²                       100%^
 Tritax Big Box Developments (Northampton) LLP                                   Investment holding company  UK²                       100%^
 Symmetry Park Darlington Management Company Ltd                                 Management company          UK²                       100%
 Symmetry Park Aston Clinton Management Company Limited                          Management company          UK²                       100%
 Tritax Symmetry Glasgow East Ltd                                                Property investment         Jersey                    100%
 Symmetry Park Biggleswade Management Company Limited                            Management company          UK²                       100%
 Tritax Symmetry Biggleswade 2 Ltd                                               Property investment         Jersey                    100%
 Tritax Symmetry Biggleswade 3 Ltd                                               Property investment         Jersey                    100%
 Tritax Symmetry Middlewich 1 Ltd                                                Property investment         Jersey                    100%
 Tritax Symmetry Biggleswade 4 Ltd                                               Property investment         Jersey                    100%
 Tritax Symmetry Biggleswade Land Ltd                                            Property investment         UK²                       100%
 Symmetry Park Merseyside Management Company Limited                             Management company          UK(2)                     100%
 Symmetry Park Kettering Management                                                                          UK(2)                     100%

 Company Limited                                                                 Management company
 Tritax Park Wigan Management Company Ltd                                        Management company          UK(2)                     100%
 Symmetry Park Rugby Management                                                  Management company          UK(2)                     100%

 Company Limited
 Tritax Symmetry Merseyside Land Ltd                                             Property investment         UK(2)                     100%
 Tritax Park Rugby West Ltd                                                      Property investment         Jersey                    100%
 Tritax Symmetry Darlington 2 Ltd                                                Property investment         Jersey                    100%
 Intermodal Logistics Park North Ltd                                             Property investment         Jersey                    100%
 Symmetry Park Biggleswade Management Company No 3 Ltd(#)                        Management company          UK(2)                     100%
 Tritax Park Crewe Ltd(#)                                                        Property investment         Jersey                    100%
 Tritax Symmetry Bicester 3 Ltd(#)                                               Property investment         Jersey                    100%
 Tritax Park Oxford Management Company Ltd (#)                                   Management company          UK(2)                     100%
 Tritax Symmetry Rugby South 2 Ltd(#)                                            Property investment         Jersey                    100%

*These are direct subsidiaries of the Company.

(#)These are new investments of the Company in the year.

(^) These companies have claimed the audit exemption under Section 479A of the
Companies Act 2006, supported by a parent company guarantee.

 

The registered addresses for subsidiaries across the Group are consistent
based on their country of incorporation and are as follows:

Jersey entities: 26 New Street, St Helier, Jersey JE2 3RA

Guernsey entities:, Floor 2, Trafalgar Court, Les Banques, St Peter Port,
Guernsey GY1 2JA

Isle of Man entities: 33‑37 Athol Street, Douglas, Isle of Man IM1 1LB

British Virgin Islands entities: Jayla Place, Wickhams Cay 1, Road Town,
Tortola, BVI VG1110

UK¹ entities: 72 Broadwick Street, London, W1F 9QZ

UK² entities: Unit B, Grange Park Court, Roman Way, Northampton, England NN4
5EA

The Company also has interests in the following joint arrangements as at 31
December 2025:

 Entity name                                         Principal activity  Country of incorporation  Ownership %
 Symmetry Park Doncaster Management Company Limited  Management company  UK²                       50%
 Symmetry Park Bicester Management Company Limited   Management company  UK²                       33%

All of the companies registered offshore are managed onshore and are UK
residents for UK corporation tax purposes, save for the Sherburn Unit Trust, G
Avonmouth Trust, St Georges Leicester Unit Trust, Junction 27 Retail Unit
Trust and Rotunda Kingston Property Unit Trust.

6. Debtors

                                          31 December  31 December
                                          2025         2024
                                          £m           £m
 Amounts receivable from Group companies  2,124.4      1,276.9
 Prepayments                              0.3          0.1
 Other receivables                        4.1          1.3
 Total debtors                            2,128.8      1,278.3

All amounts that fall due for repayment within one year are presented within
current assets as required by the Companies Act. The loans to Group companies
are repayable on demand with no fixed repayment date although it is noted that
a significant proportion of the amounts may not be sought for repayment within
one year depending on activity in the Group companies. Interest is charged
between 0%-10% (2024: 0%-10%).

7. Cash held at bank

                    31 December  31 December
                    2025         2024
                    £m           £m
 Cash held at bank  20.2         7.6

8. Creditors

                           31 December  31 December
                           2025         2024
                           £m           £m
 Trade and other payables  23.0         14.9
 Deferred consideration    13.0         -
 Accruals                  10.4         9.0
 Total creditors           46.4         23.9

9. Borrowings

Bank borrowings drawn

                                                            31 December  31 December
                                                            2025         2024
                                                            £m           £m
 Bank borrowings drawn: due in more than one year           1,095.0      431.0
 Less: unamortised costs on bank borrowings                 (4.4)        (4.9)
 Total bank borrowings drawn                                1,090.6      426.1

 Loan notes
                                                            31 December  31 December
 Amounts falling due within one year                        2025         2024
                                                            £m           £m
 2.625% Bonds 2026                                          65.6         -
 Total c                                                    65.6         -

 Amounts falling due after more than one year               31 December  31 December
                                                            2025         2024
                                                            £m           £m
 2.625% Bonds 2026                                          -            249.8
 3.125% Bonds 2031                                          248.5        248.3
 4.750% Bonds 2032                                          297.1        -
 1.500% Green Bonds 2033                                    247.7        247.4
 2.860% USPP 2028                                           250.0        250.0
 2.980% USPP 2030                                           150.0        150.0
 Less: unamortised costs on loan notes                      (5.1)        (3.7)
 Total net loan notes falling due after more than one year  1,188.2      1,141.8

 Maturity of loan notes                                     31 December  31 December
                                                            2025         2024
                                                            £m           £m
 Repayable between one and two years                        65.6         -
 Repayable between two and five years                       250.0        249.8
 Repayable in over five years                               943.3        895.7
 Total Borrowings                                           1,258.9      1,145.5

10. Interest rate derivatives

                                                     31 December  31 December
                                                     2025         2024
                                                     £m           £m
 Non-current assets: interest rate derivatives       0.5          0.7
 The interest rate derivatives are valued by the relevant counterparty banks on
 a quarterly basis in accordance with IFRS 9. Any movement in the
 mark-to-market values of the derivatives are taken to the Group Statement of
 Comprehensive Income.
                                                     31 December  31 December
                                                     2025         2024
                                                     £m           £m
 Interest rate derivative valuation brought forward  0.7          1.0
 Premium paid                                        1.9          0.9
 Changes in fair value of interest rate derivatives  (2.1)        (1.2)
 Total interest rate derivatives                     0.5          0.7

An interest rate cap is used to mitigate the interest rate risk that arises as
a result of entering into a variable rate linked loan to cap the rate to which
SONIA can rise and is coterminous with the initial term of the loan.

The interest rate derivative is marked to market by the relevant counterparty
banks on a quarterly basis in accordance with IFRS 9. Any movement in the mark
to market values of the derivatives are taken to the Statement of
Comprehensive Income.

11. Equity reserves

Refer to note 29 of the Group's financial statements.

12. Related party transactions

The Company has taken advantage of the exemption not to disclose transactions
with other members of the Group as the Company's own financial statements are
presented together with its consolidated financial statements.

For all other related party transactions make reference to note 32 of the
Group's financial statements.

13. Directors' remuneration

Refer to note 11 of the Group's financial statements.

14. Subsequent events

Refer to note 35 of the Group's financial statements.

NOTES TO THE EPRA AND OTHER KEY PERFORMANCE INDICATORS (UNAUDITED)

 

Please note that the below measures may not be comparable with similarly
titled measures presented by other companies and should not be viewed in
isolation, but as supplementary information.

1. Adjusted earnings - income statement

The Adjusted earning reflects our ability to generate earnings from our
portfolio, which ultimately underpins dividend payments.

                                                                      Year ended     Year ended
                                                                      31 December    31 December
                                                                      2025           2024
                                                                      £m             £m
 Gross rental income                                                  312.5          281.1
 Service charge income                                                15.2           13.1
 Service charge expense                                               (16.9)         (15.6)
 Direct property expenses                                             (5.5)          (2.6)
 Fixed rental uplift adjustments                                      (2.6)          (8.9)
 Net rental income                                                    302.7          267.1
 Other operating income                                               15.5           23.0
 Amortisation of other property assets                                0.9            0.6
 Dividend Income                                                      1.3            0.2
 Administrative expenses                                              (37.1)         (33.7)
 Adjusted operating profit before interest and tax                    283.3          257.2
 Net finance costs                                                    (68.9)         (63.5)
 Gain on early redemption of bond                                     (2.2)          -
 Rent guarantees                                                      0.8            -
 Amortisation of loan arrangement fees                                4.3            4.1
 Unwinding of discount on fixed rate debt and deferred consideration  6.5            4.2
 Adjusted earnings before tax                                         223.8          202.0
 Tax on adjusted profit                                               -              (0.3)
 Adjusted earnings after tax                                          223.8          201.7
 Adjustment to remove additional DMA income                           (12.4)         (19.3)
 Adjusted earnings (exc. additional DMA income)                       211.4          182.4

 Weighted average number of Ordinary Shares                           2,523,753,006  2,264,719,368
 Adjusted earnings per share                                           8.87p         8.91p
 Adjusted earnings per share (exc. additional DMA income)             8.38p          8.05p

 

 

2. EPRA Earnings per share

A key measure of a company's underlying operating results and an indication of
the extent to which current dividend payments are supported by earnings.

                                                            Year ended     Year ended
                                                            31 December    31 December
                                                            2025           2024
                                                            £m             £m
 Total comprehensive income (attributable to shareholders)  363.3          445.5
 Adjustments to remove:
 Changes in fair value of investment properties             (198.6)        (243.7)
 Changes in fair value of interest rate derivatives         7.3            5.3
 Changes in fair value of financial asset                   1.5            (0.9)
 Share of profits from joint ventures                       (0.1)          (0.1)
 (Gain)/Loss on disposal of investment properties           11.5           (8.4)
 Finance income received on interest rate derivatives(1)    -              -
 Amortisation of other property assets                      0.9            0.6
 Gain on early redemption of bond                           (2.2)          -
 Impairment of intangible and other property assets         29.1           4.0
 Profits to calculate EPRA Earnings per share               212.7          202.3

 Weighted average number of Ordinary Shares                 2,523,753,006  2,264,719,368
 EPRA Earnings per share - basic                            8.43p          8.93p
 EPRA Earnings per share - diluted                          8.42p          8.93p

 

3. EPRA NAV per share

A net asset value per share calculated in accordance with EPRA's methodology

 31 December 2025
                                            Note  EPRA NTA  EPRA NRV  EPRA NDV
                                                  £m        £m        £m
 NAV attributable to shareholders                 5,058.9   5,058.9   5,058.9
 Revaluation of land options                      17.7      17.7      17.7
 Mark-to-market adjustments of derivatives        (2.8)     (2.8)     -
 Intangibles                                      (0.4)     -         -
 Fair value of debt                               -         -         140.1
 Real estate transfer tax(1)                      -         534.6     -
 At 31 December 2025                        30    5,073.4   5,608.4   5,216.7
 NAV per share                                    187.76p   207.56p   193.06p
 Dilutive NAV per share                           187.63p   207.37p   192.91p

 31 December 2024
                                            Note  EPRA NTA  EPRA NRV  EPRA NDV
                                                  £m        £m        £m
 NAV attributable to shareholders                 4,567.4   4,567.4   4,567.4
 Revaluation of land options                      18.0      18.0      18.0
 Mark-to-market adjustments of derivatives        18.5      18.5      -
 Intangibles                                      (0.7)     -         -
 Fair value of debt                               -         -         192.4
 Real estate transfer tax(1)                      -         444.6     -
 At 31 December 2024                        30    4,603.2   5,048.5   4,777.8
 NAV per share                                    185.56p   203.51p   192.60p
 Dilutive NAV per share                           185.56p   203.51p   192.60p

(1). EPRA NTA and EPRA NDV reflect IFRS values which are net of RETT. RETT are
added back when calculating EPRA NRV.

 

4. EPRA Net Initial Yield ("NIY") and EPRA "Topped Up" NIY

A measure to make it easier for investors to judge for themselves how the
valuations of two portfolios compare.

                                                                      Year ended   Year ended
                                                                      31 December  31 December
                                                                      2025         2024
                                                                      £m           £m
 Investment property - wholly owned                                   7,722.0      6,369.8
 Investment property - share of joint ventures                        4.0          4.4
 Less: development properties                                         (631.9)      (321.1)
 Completed property portfolio                                         7,094.1      6,053.1
 Allowance for estimated purchasers' costs                            478.9        408.6
 Gross up completed property portfolio valuation (B)                  7,573.0      6,461.7
 Annualised passing rental income                                     360.9        313.5
 Less: contracted rental income in respect of development properties  (9.8)        (16.7)
 Property outgoings                                                   (5.6)        (4.4)
 Less: contracted rent under rent-free period                         (13.9)       (17.3)
 Annualised net rents (A)                                             331.6        275.1
 Contractual increases for fixed uplifts                              19.6         22.6
 Topped up annualised net rents (C)                                   351.2        297.7
 EPRA Net Initial Yield (A/B)                                         4.38%        4.26%
 EPRA Topped Up Net Initial Yield (C/B)                               4.64%        4.61%

5. EPRA Vacancy rate

Estimated market rental value (ERV) of vacant space divided by the ERV of the
whole portfolio.

                                                       Year ended   Year ended
                                                       31 December  31 December
                                                       2025         2024
                                                       £m           £m
 Annualised estimated rental value of vacant premises  25.1         21.5
 Portfolio estimated rental value(1)                   452.2        377.9
 EPRA Vacancy rate                                     5.6%         5.7%

 

(1) Excludes land held for development.

 

Please refer to the Manager's report for further details on the movement in
vacancy.

6. EPRA Cost Ratio

A key measure to enable meaningful measurement of the changes in a company's
operating costs.

                                                                    Year ended   Year ended
                                                                    31 December  31 December
                                                                    2025         2024
                                                                    £m           £m
 Property operating costs                                           5.6          4.4
 Administration expenses                                            9.9          9.1
 Management fees                                                    27.2         24.6
 Total costs including  vacant property costs (A)                   42.7         38.1
 Vacant property cost                                               (4.1)        (2.8)
 Total costs excluding vacant property costs (B)                    38.6         35.3

 Gross rental income - per IFRS                                     312.5        281.1
 Gross rental income (C)                                            312.5        281.1
 Total EPRA cost ratio (including vacant property costs)            13.7%        13.6%
 Total EPRA cost ratio (excluding vacant property costs)            12.4%        12.6%

 Refer to the operating expense capitalisation policy in note 4.2.

7. EPRA like-for-like rental income

Like-for-like net rental growth compares the growth of the net rental income
of the portfolio that has been consistently in operation, and not under
development, during the two full preceding periods that are described.

                                                                             Year ended   Year ended   Change  Change %
                                                                             31 December  31 December
                                                                             2025         2024
                                                                             £m           £m           £m
 Like-for-like rental income                                                 221.5        212.6
 Other rental income                                                         0.4          0.4
 Like-for-like gross rental income                                           221.9        213.0        8.9     4.2%
 Like-for-like irrecoverable property expenditure                            (0.3)        (0.3)
 Like-for-like net rental income                                             221.6        212.7        8.9     4.2%

 Reconciliation to Net rental income per Statement of Comprehensive Income:
 Development properties                                                      9.3          6.2
 Properties sent back to development                                         2.7          0.8
 Properties acquired                                                         75.5         45.7
 Properties disposed                                                         0.5          6.9
 Spreading of tenant incentives and guaranteed uplifts                       2.6          8.5
 Irrecoverable property expenditure                                          (6.9)        (4.8)
 Total per Statement of Comprehensive Income                                 305.3        276.0        29.3    10.6%

 

Please refer to the Manager's report for further details on the change in
like-for-like rental income.

 

8. EPRA property-related capital expenditure

 

                                        Year ended                                    Year ended
                                                                              31 December     31
                                                                                              Dec
                                                                                              emb
                                                                                              er
                                                                              2025            202
                                                                                              4
                                                                              £m              £m
 Acquisition(1)                         1,070.3                                       1,184.3
 Development(2)                         444.7                                         243.6
 Transfers to Investment Property       (4.7)                                         (21.9)
 Investment properties:
 Tenant incentives(3)                   18.9                                          22.4
 Capitalised interest                   14.8                                          6.0
 Total Capex                            1,544.0                                       1,434.4
 Share issued for acquisitions          (329.1)                                       (1,149.1)
 Conversion from accrual to cash basis  (37.7)                                        (50.5)
 Total Capex on a cash basis            1,177.2                                       234.8
 (1) See note 17
 (2) See note 17 and note 18
 (3) Fixed rental uplift and tenant lease incentives after adjusting for
 amortisation on rental uplift and tenant lease incentives.

 

These figures exclude capital expenditure relating to joint venture interests.

 

9. Total Accounting Return ("TAR")

Net total return, being the percentage change in EPRA NTA over the relevant
period plus dividends paid.

                                               Year ended   Year ended
                                               31 December  31 December
                                               2025         2024
 Opening EPRA NTA                               185.56p     177.15p
 Closing EPRA NTA                               187.76p     185.56p
 Change in EPRA NTA                             2.20p       8.41p
 Dividends paid                                7.93p        7.53p
 Total growth in EPRA NTA plus dividends paid   10.13p      15.94p
 Total return                                  5.5%         9.0%

10. Total Expense Ratio

The ratio of total administration and property operating costs expressed as a
percentage of average net asset value throughout the period.

                                     Year ended   Year ended
                                     31 December  31 December
                                     2025         2024
                                     £m           £m
 Total operating costs               37.1         33.7
 Average net assets over the period  4,700.8      4,059.0
 Total Expense Ratio                 0.79%        0.83%

 

 

 

 

11. Loan to value ratio

The proportion of our gross asset value that is funded by net borrowings

                       Year ended   Year ended
                       31 December  31 December
                       2025         2024
                       £m           £m
 Gross debt drawn      2,747.3      1,963.9
 Less: cash            (130.6)      (80.6)
 Net debt              2,616.7      1,883.3
 Gross property value  7,875.0      6,548.6
 Loan to value ratio   33.2%        28.8%

 

12. EPRA loan to value ratio

The proportion of our gross asset value that is funded by net borrowings and
working capital.

                       Year ended   Year ended
                       31 December  31 December
                       2025         2024
                       £m           £m
 Gross debt drawn      2,773.5      1,993.9
 Working capital       145.8        58.4
 Less: cash            (130.6)      (80.6)
 Net debt              2,788.7      1,971.7
 Gross property value  7,875.0      6,548.6
 Loan to value ratio   35.4%        30.1%

 

 

The financial information contained in this results announcement has been
prepared on the basis of the accounting policies set out in the statutory
financial statements for the year ended 31 December 2025 which are consistent
with policies those adopted in the year ended 31 December 2024. Whilst the
financial information included in this announcement has been computed in
accordance with UK adopted international accounting standards, this
announcement does not itself contain sufficient disclosures to comply with
IFRS. The financial information does not constitute the Group's statutory
financial statements for the years ended 31 December 2025 or 31 December 2024,
but is derived from those financial statements.  Financial statements for the
year ended 31 December 2024 have been delivered to the Registrar of Companies
and those for the year ended 31 December 2025 will be delivered following the
Company's Annual General Meeting. The auditors' reports on both the 31
December 2025 and 31 December 2024 financial statements were unqualified; did
not draw attention to any matters by way of emphasis; and did not contain
statements under section 498 (2) or (3) of the Companies Act 2006.

 

 

 

 

Glossary of Terms

 

"Adjusted Earnings" Post-tax earnings attributable to shareholders, adjusted
to include licence fees receivable on forward funded development assets,
finance income on interest rate derivatives and adjusts for other earnings not
supported by cash flows. "Adjusted Earnings per share" or "Adjusted EPS" on a
per share basis.

"Big Box" A "Big Box" property or asset refers to a specific subsegment of the
logistics sector of the real estate market, relating to very large logistics
warehouses (each with typically over 500,000 sq ft of floor area) with the
primary function of holding and distributing finished goods, either downstream
in the supply chain or direct to consumers, and typically having the following
characteristics: generally a modern constructed building with eaves height
exceeding 12 metres; let on long leases with institutional-grade tenants; with
regular, upward-only rental reviews; having a prime geographical position to
allow both efficient stocking (generally with close links to sea ports or rail
freight hubs) and efficient downstream distribution; and increasingly with
sophisticated automation systems or a highly bespoke fit out.

"Board" The Directors of the Company.

"BREEAM" The Building Research Establishment Environmental Assessment Method
certification of an asset's environmental, social and economic sustainability
performance, using globally recognised standards.

"Company" Tritax Big Box REIT plc (company number 08215888).

"Contracted annual rent roll" Annualised rent, adjusting for the inclusion of
rent free period.

"CPI" Consumer Price Index, a measure that examines the weighted average of
prices of a basket of consumer goods and services, such as transportation,
food and medical care as calculated on a monthly basis by the Office of
National Statistics.

"Current Development Pipeline" Assets that are in the course of construction
or assets for which we have made a construction commitment.

"CVA" A company voluntary arrangement, a legally binding agreement between a
business and its creditors which sets out a debt repayment plan and enables a
viable business to avoid liquidation.

"Directors" The Directors of the Company as of the date of this report being
Aubrey Adams, Elizabeth Brown, Alastair Hughes, Richard Laing, Karen
Whitworth, Wu Gang and Kirsty Wilman.

"Dividend payout ratio" Dividend per share divided by Adjusted Earnings per
share.

"Development Management Agreement" or "DMA" An agreement between the Group and
a developer setting out the terms in respect of the development of an asset.
In particular, the development of the Tritax Big Box Developments Portfolio is
the subject of a DMA between Tritax Big Box Developments Holdings and Tritax
Big Box Developments ManCo.

"Development portfolio" or "Development assets" The Group's Development
portfolio comprises its property assets which are not Investment assets,
including land, options over land as well as any assets under construction on
a speculative basis.

"EPC rating" A review of a property's energy efficiency.

"EPRA" European Public Real Estate Association.

"EPRA Earnings" Earnings from operational activities (which excludes the
licence fees receivable on our Forward Funded Development assets).

"EPRA NAV" or "EPRA Net Asset Value" The Basic Net Asset Value adjusted to
meet EPRA Best Practices Recommendations Guidelines (2016) requirements by
excluding the impact of any fair value adjustments to debt and related
derivatives and other adjustments and reflecting the diluted number of
Ordinary Shares in issue.

"EPRA Triple Net Asset Value (NNNAV)" EPRA NAV adjusted to include the fair
values of financial instruments, debt and deferred taxes.

"EPRA Net Tangible Asset (NTA)" The Basic Net Asset Value adjusted to meet
EPRA Best Practices Recommendations Guidelines (2019) requirements by
excluding intangibles and the impact of any fair value adjustments to related
derivatives. This includes the revaluation of land options.

"EPRA Net Reinstatement Value (NRV)" IFRS NAV adjusted to exclude the impact
of any fair value adjustments to related derivatives. This includes the
revaluation of land options and the Real estate transfer tax (RETT).

"EPRA Net Disposal Value (NDV)" IFRS NAV adjusted to include the fair values
of debt and the revaluation of land options.

"EPRA Net Initial Yield (NIY)" Annualised rental income based on the cash
rents passing at the balance sheet date, less non-recoverable property
operating expenses, divided by the market value of the property, increased
with (estimated) purchaser's costs.

"EPRA 'Topped-Up' NIY" This measure incorporates an adjustment to the EPRA NIY
in respect of the expiration of rent-free periods (or other unexpired lease
incentives, such as discounted rent periods and step rents).

"EPRA Vacancy" Estimated market rental value (ERV) of vacant space divided by
the ERV of the whole portfolio.

"EPRA Cost Ratio" Administrative and operating costs (including costs of
direct vacancy) divided by gross rental income.

"Estimated cost to completion" Costs still to be expended on a development or
redevelopment to practical completion, including attributable interest.

"Estimated rental value" or "ERV" The estimated annual market rental value of
lettable space as determined biannually by the Group's valuers. This will
normally be different from the rent being paid.

"FCA" The United Kingdom Financial Conduct Authority (or any successor entity
or entities).

"Forward Funded Development" Where the Company invests in an asset which is
either ready for, or in the course of, construction, pre-let to an acceptable
counterparty. In such circumstances, the Company seeks to negotiate the
receipt of immediate income from the asset, such that the developer is paying
the Company a return on its investment during the construction phase and prior
to the tenant commencing rental payments under the terms of the lease. Expert
developers are appointed to run the development process.

"Foundation asset" Foundation assets provide the core, low-risk income that
underpins our business. They are usually let on long leases to clients with
excellent covenant strength. These buildings are commonly new or modern and in
prime locations, and the leases have regular upward only rent reviews, often
either fixed or linked to Inflation Indices.

"FRI Lease" Full Repairing and Insuring Lease. During the lease term, the
tenant is responsible for all repairs and decoration to the property, inside
and out, and the building insurance premium is recoverable from the tenant.

"Future Development Pipeline" The Group's land portfolio for future
development typically controlled under option agreements which do not form
part of the Current or Near Term development pipelines.

"Gearing" Net borrowings divided by total shareholders' equity excluding
intangible assets and deferred tax provision.

"GIA" Under the RICS Code of Measuring Practice (6th Edition) the Gross
Internal Area (GIA) is the basis of measurement for valuation of industrial
buildings (including ancillary offices) and warehouses. The area of a building
measured to the internal face of the perimeter walls at each floor level
(including the thickness of any internal walls). All references to building
sizes in this document are to the GIA.

"GAV" The Group's gross asset value.

"Global Real Estate Sustainability Benchmark (GRESB) Assessment" GRESB
assesses the ESG performance of real estate and infrastructure portfolios and
assets worldwide, providing standardised and validated data to the capital
markets.

"Gross rental income" Contracted rental income recognised in the period, in
the income statement, including surrender premiums and interest receivable on
finance leases. Lease incentives, initial costs and any contracted future
rental increases are amortised on a straight-line basis over the lease term.

"Group" or "REIT Group" The Company and all of its subsidiary undertakings.

"IMA" The Investment Management Agreement between the Manager and the Company.

"Investment portfolio" or "Investment assets" The Group's Investment Portfolio
comprises let or pre-let (in the case of Forward Funded Developments) assets
which are income generating, as well as any speculative development assets
which have reached practical completion but remain unlet.

"Investment property" Completed land and buildings held for rental income
return and/or capital appreciation.

"Land asset" Opportunities identified in land which the Manager believes will
enable the Company to secure, typically, pre-let Forward Funded Developments
in locations which might otherwise attract lower yields than the Company would
want to pay, delivering enhanced returns but controlling risk.

"Listing Rules" The listing rules made by the Financial Conduct Authority
under section 73A of FSMA.

"Loan Notes" The loan notes issued by the Company on 4 December 2018.

"Loan to Value (LTV)" The proportion of our gross asset value that is funded
by net borrowings.

"Logistics" Encompasses the B8 and E use categories under the Town and Country
Planning (Use Classes) Order 1987 as amended from time to time.

"London Stock Exchange" London Stock Exchange plc.

"Manager" Tritax Management LLP (partnership number 0C326500).

"Near-term Development Pipeline" Sites which have either received planning
consent or sites where planning applications have been submitted prior to the
year end.

"Net Initial Yield (NIY)" The annual rent from a property divided by the
combined total of its acquisition price and expenses.

"Net rental income" Gross rental income less ground rents paid, net service
charge expenses and property operating expenses.

"Net zero carbon" Highly energy efficient and powered from on-site and/or
off-site renewable energy sources, with any remaining carbon balance offset.

"Non-PID Dividend" A dividend received by a shareholder of the principal
company that is not a PID.

"Ordinary Shares" Ordinary Shares of £0.01 each in the capital of the
Company.

"Passing rent" The annual rental income currently receivable on a property as
at the balance sheet date (which may be more or less than the ERV). Excludes
service charge income (which is netted off against service charge expenses).

"PID" or "Property income distribution" A dividend received by a shareholder
of the principal company in respect of profits and gains of the Property
Rental Business of the UK resident members of the REIT group or in respect of
the profits or gains of a non-UK resident member of the REIT group insofar as
they derive from their UK Property Rental Business.

"Portfolio" The overall portfolio of the Company including both the Investment
and Development portfolios.

"Portfolio Value" The value of the Portfolio which, as well as the Group's
standing assets, includes capital commitments on Forward Funded Developments,
Land Assets held at cost, the Group's share of joint venture assets and other
property assets.

"Pre-let" A lease signed with a client prior to commencement of a development.

"REIT" A qualifying entity which has elected to be treated as a Real Estate
Investment Trust for tax purposes. In the UK, such entities must be listed on
a recognised stock exchange, must be predominantly engaged in property
investment activities and must meet certain ongoing qualifications.

"Rent roll" See "Passing rent".

"RPI" Retail price index, an inflationary indicator that measures the change
in the cost of a fixed basket of retail goods as calculated on a monthly basis
by the Office of National Statistics.

"SDLT" Stamp Duty Land Tax - the tax imposed by the UK Government on the
purchase of land and properties with values over a certain threshold.
"Shareholders" The holders of Ordinary Shares.

"SONIA" Sterling Overnight Index Average

"Speculative development" Where a development has commenced prior to a lease
agreement being signed in relation to that development.

"sq ft" Square foot or square feet, as the context may require.

"Tritax Big Box Developments shareholders" The holders of B and C Shares in
Tritax Big Box Developments.

"Tritax Big Box Developments ManCo" Tritax Big Box Developments Limited, a
private limited company incorporated in England and Wales (registered number
11685402) which has an exclusive development management agreement with Tritax
Big Box Developments to manage the development of the Tritax Big Box
Developments Portfolio.

"Topped up net initial yield" Net initial yield adjusted to include notional
rent in respect of let properties which are subject to a rent-free period at
the valuation date thereby providing the Group with income during the
rent-free period. This is in accordance with EPRA's Best Practices
Recommendations.

"Total Expense Ratio" or "TER" The ratio of total administration and property
operating costs expressed as a percentage of average net asset value
throughout the period.

"Total Accounting Return" Net total return, being the percentage change in
EPRA NTA over the relevant period plus dividends paid.

"Total Shareholder Return" A measure of the return based upon share price
movement over the period and assuming reinvestment of dividends.

"Triple Net Lease" - A triple net lease (NNN lease) is a commercial lease
agreement in which the tenant is responsible for paying property taxes,
insurance, and maintenance costs in addition to rent and utilities. This type
of lease shifts most property expenses from the landlord to the tenant.

"Tritax Big Box Developments" Tritax Big Box Development Holdings Limited, a
limited company incorporated in Jersey (registered number 127784).

"Tritax Big Box Developments Portfolio" The portfolio of assets held through
Tritax Big Box Developments following the acquisition of db Symmetry in
February 2019, including land, options over land and a number of assets under
development.

"True Equivalent Yield (TEY)" The internal rate of return from an Investment
property, based on the value of the property assuming the current passing rent
reverts to ERV on the basis of quarterly in advance rent receipts and assuming
the property becomes fully occupied over time.

"UK AIFMD Rules" The laws, rules and regulations implementing AIFMD in the UK,
including without limitation, the Alternative Investment Fund Managers
Regulations 2013 and the Investment Funds sourcebook of the FCA.

 

 

"Value Add asset" These assets are typically let to clients with good
covenants and offer the chance to grow the assets' capital value or rental
income, through lease engineering or physical improvements to the property. We
do this using our asset management capabilities and understanding of client
requirements. These are usually highly re-lettable. It also includes assets
developed on a speculative basis which have reached practical completion but
remain unlet at the period end.

"WAULT" or "Weighted Average Unexpired Lease Term" The income for each
property applied to the remaining certain term for an individual property or
the lease and expressed as a portfolio average in years.

"Waystone" or "Waystone Asset Services" A trading name of Waystone
Administration Solutions (company number 2605568).

"Yield on cost" The expected gross yield based on the estimated current market
rental value (ERV) of the developments when fully let or actual rental value
for completed developments or those pre-let, as appropriate, divided by the
estimated or actual total costs of the development.

 

 1  (#_ftnref1) Source: CBRE

 2  (#_ftnref2) Source: ONS

 3  (#_ftnref3) Source: DTRE

 4  (#_ftnref4) This reflects shorter-dated leases, typically for smaller
assets, where no rent review is undertaken within the lease period.

 5  (#_ftnref5) In 2024: 27.9% reported for logistics portfolio; 26.1% when
including non-strategic assets

 6  (#_ftnref6) Rent for overdue reviews is accrued and recognised within
rental income at a level that is reasonably expected to be achieved on
settlement.

 7  (#_ftnref7) Includes both non-strategic and logistics assets

 8  (#_ftnref8) £415.5 million when including transactions which had
exchanged during the year, but completed post the year end.

 9  (#_ftnref9) £15.5 million of associated development management income
(2024: £23.0 million).

 10  (#_ftnref10) Further shares may be issued in due course, following
post-completion adjustments under the sale and purchase agreement.

 11  (#_ftnref11) Calculated based on pro-forma EBITDA inclusive of full 12
months contribution of portfolio acquired from Blackstone in 2025 and UKCM in
2024

 

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