REG - Tritax Big Box REIT Warehouse REIT PLC - Form 8 (OPD) Tritax Big Box REIT plc

Warehouse ReitAnnouncement

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RNS Number : 6469P  Tritax Big Box REIT plc  03 July 2025

FORM 8 (OPD)

 

PUBLIC OPENING POSITION DISCLOSURE BY A PARTY TO AN OFFER

Rules 8.1 and 8.2 of the Takeover Code (the "Code")

 

1.         KEY INFORMATION

 

 (a) Full name of discloser:                                                     Tritax Big Box REIT plc
 (b) Owner or controller of interests and short positions disclosed, if          N/A
 different from 1(a):

      The naming of nominee or vehicle companies is insufficient.  For a
 trust, the trustee(s), settlor and beneficiaries must be named.
 (c) Name of offeror/offeree in relation to whose relevant securities this form  Tritax Big Box REIT plc
 relates:

      Use a separate form for each offeror/offeree
 (d) Is the discloser the offeror or the offeree?                                OFFEROR
 (e) Date position held:                                                         2 July 2025

      The latest practicable date prior to the disclosure
 (f)  In addition to the company in 1(c) above, is the discloser making          Warehouse REIT plc
 disclosures in respect of any other party to the offer?

      If it is a cash offer or possible cash offer, state "N/A"

 

2.         POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE

 

If there are positions or rights to subscribe to disclose in more than one
class of relevant securities of the offeror or offeree named in 1(c), copy
table 2(a) or (b) (as appropriate) for each additional class of relevant
security.

 

(a)        Interests and short positions in the relevant securities of
the offeror or offeree to which the disclosure relates

 

 Class of relevant security:                                          1p Ordinary

                                                                      Interests      Short positions

                                                                      Number  %      Number    %
 (1) Relevant securities owned and/or controlled:                     Nil     -      Nil       -
 (2) Cash-settled derivatives:                                        Nil     -      Nil       -

 (3) Stock-settled derivatives (including options) and agreements to  Nil     -      Nil       -
 purchase/sell:
                                                                      Nil     -      Nil       -

      TOTAL:

 

All interests and all short positions should be disclosed.

 

Details of any open stock-settled derivative positions (including traded
options), or agreements to purchase or sell relevant securities, should be
given on a Supplemental Form 8 (Open Positions).

 

Details of any securities borrowing and lending positions or financial
collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

 

(b)        Rights to subscribe for new securities

 

 Class of relevant security in relation to which subscription right exists:   N/A
 Details, including nature of the rights concerned and relevant percentages:  N/A

 

 

3.         POSITIONS OF PERSONS ACTING IN CONCERT WITH THE PARTY TO
THE OFFER MAKING THE DISCLOSURE

 

 Details of any interests, short positions and rights to subscribe (including
 directors' and other employee options) of any person acting in concert with
 the party to the offer making the disclosure:

 (a)  Interests held by the directors of Tritax Big Box REIT plc and their
 close relatives and related trusts:

Person           Position                Number of Ordinary Shares held  Percentage of total issued share capital
 Aubrey Adams     Non-Executive Director   300,000                        0.01%
 Karen Whitworth  Non-Executive Director   60,498                         0.00%
 Elizabeth Brown  Non-Executive Director   20,382                         0.00%
 Wu Gang          Non-Executive Director   8,600                          0.00%
 Alastair Hughes  Non-Executive Director   76,783                         0.00%
 Richard Laing    Non-Executive Director   78,610                         0.00%

 

 (b)  Interests held by members of Tritax Management LLP and their close
 relatives and related trusts:

Person                        Position  Number of Ordinary Shares held  Percentage of total issued share capital
 Colin Godfrey                 Member     3,179,245                      0.13%
 Henry Franklin                Member     2,304,064                      0.09%
 James Dunlop                  Member     3,116,884                      0.13%
 Frankie Whitehead             Member     259,990                        0.01%
 Charles Withers               Member     80,409                         0.00%
 James Watson                  Member     85,867                         0.00%
 Bjorn Hobart                  Member     479,230                        0.02%
 Petrina Porter (née Austin)   Member     424,632                        0.02%
 Phil Redding                  Member     160,141                        0.01%
 Tim Legge                     Member     41,298                         0.00%
 Alasdair Evans                Member     43,188                         0.00%
 Nick Preston                  Member    111,084                         0.00%
 abrdn Holdings Limited        Member    7,669,868                       0.31%

 

 (c)  Interests held by the investment manager of Tritax Big Box REIT plc,
 Tritax Management LLP:

Person                 Number of Ordinary Shares held  Percentage of total issued share capital
 Tritax Management LLP  95,275                          0.00%

 

 (d)  Interests held by Aberdeen Group plc and its affiliates on behalf of
 clients by virtue of Aberdeen Group plc's indirect interest in Tritax
 Management LLP:

Person                                 Number of Ordinary Shares held  Percentage of total issued share capital
 Aberdeen Group plc and its affiliates  43,022,670                      1.73%

 

 (e)  Interests held by Banco Santander, S.A. (as joint financial adviser to
 the Offeror) and its affiliates on behalf of clients:

Person                                    Number of Ordinary Shares held  Percentage of total issued share capital
 Banco Santander, S.A. and its affiliates  470,849                         0.02%

 

 

(b)  Interests held by members of Tritax Management LLP and their close
relatives and related trusts:

 

 Person                        Position  Number of Ordinary Shares held  Percentage of total issued share capital
 Colin Godfrey                 Member     3,179,245                      0.13%
 Henry Franklin                Member     2,304,064                      0.09%
 James Dunlop                  Member     3,116,884                      0.13%
 Frankie Whitehead             Member     259,990                        0.01%
 Charles Withers               Member     80,409                         0.00%
 James Watson                  Member     85,867                         0.00%
 Bjorn Hobart                  Member     479,230                        0.02%
 Petrina Porter (née Austin)   Member     424,632                        0.02%
 Phil Redding                  Member     160,141                        0.01%
 Tim Legge                     Member     41,298                         0.00%
 Alasdair Evans                Member     43,188                         0.00%
 Nick Preston                  Member    111,084                         0.00%
 abrdn Holdings Limited        Member    7,669,868                       0.31%

 

(c)  Interests held by the investment manager of Tritax Big Box REIT plc,
Tritax Management LLP:

 

 Person                 Number of Ordinary Shares held  Percentage of total issued share capital
 Tritax Management LLP  95,275                          0.00%

 

(d)  Interests held by Aberdeen Group plc and its affiliates on behalf of
clients by virtue of Aberdeen Group plc's indirect interest in Tritax
Management LLP:

 

 Person                                 Number of Ordinary Shares held  Percentage of total issued share capital
 Aberdeen Group plc and its affiliates  43,022,670                      1.73%

 

(e)  Interests held by Banco Santander, S.A. (as joint financial adviser to
the Offeror) and its affiliates on behalf of clients:

 

 Person                                    Number of Ordinary Shares held  Percentage of total issued share capital
 Banco Santander, S.A. and its affiliates  470,849                         0.02%

 

 

 

Details of any open stock-settled derivative positions (including traded
options), or agreements to purchase or sell relevant securities, should be
given on a Supplemental Form 8 (Open Positions).

 

Details of any securities borrowing and lending positions or financial
collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

 

4.         OTHER INFORMATION

 

(a)        Indemnity and other dealing arrangements

 

 Details of any indemnity or option arrangement, or any agreement or
 understanding, formal or informal, relating to relevant securities which may
 be an inducement to deal or refrain from dealing entered into by the party to
 the offer making the disclosure or any person acting in concert with it:

 Irrevocable commitments and letters of intent should not be included. If there
 are no such agreements, arrangements or understandings, state "none"

 N/A

 

(b)        Agreements, arrangements or understandings relating to
options or derivatives

 

 Details of any agreement, arrangement or understanding, formal or informal,
 between the party to the offer making the disclosure, or any person acting in
 concert with it, and any other person relating to:

 (i)  the voting rights of any relevant securities under any option; or

 (ii) the voting rights or future acquisition or disposal of any relevant
 securities to which any derivative is referenced:

 If there are no such agreements, arrangements or understandings, state "none"

 N/A

 

(c)        Attachments

 

Are any Supplemental Forms attached?

 

 Supplemental Form 8 (Open Positions)  NO
 Supplemental Form 8 (SBL)             NO

 

 

 Date of disclosure:  3 July 2025
 Contact name:        Hana Beard
 Telephone number:    020 7290 7522

 

Public disclosures under Rule 8 of the Code must be made to a Regulatory
Information Service.

 

The Panel's Market Surveillance Unit is available for consultation in relation
to the Code's disclosure requirements on +44 (0)20 7638 0129.

 

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk
(http://www.thetakeoverpanel.org.uk) .

 

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