Disposal

Land Securities Group Plc 05 September 2005 5 September 2005 Land Securities Group PLC ('Land Securities' or the 'Company') Proposed £300m disposal of investment in Telereal and agreements for ongoing outsourcing role Land Securities announces that Land Securities Trillium Limited ('LS Trillium'), its property outsourcing business, has agreed, subject to shareholder approval, to dispose of its 50% share in Telereal to subsidiaries of its joint venture partners, Pears Trusts Group and William Pears Family Holdings Limited, (together 'Pears Group'), for a consideration of £300.0m. At the same time LS Trillium will enter into agreements maintaining its relationship with Telereal on an ongoing basis. Telereal was formed as a stand-alone business in 2001, when it purchased the BT property portfolio with LS Trillium and Pears making an initial equity investment of £146.0m each. Since its formation Telereal has provided strong returns for the Company. These returns have arisen from the disposal of surplus property vacated by BT, rental income, the disposal of an investment portfolio and debt refinancing. For the year ended 31 March 2005, the Company's share of Telereal's profit, which included net pre-tax profit of £29.9m arising from the sale of vacant property, was £63.4m on a pre-tax basis and £42.2m on a post-tax basis. In the 2005 Annual Report, the Land Securities Board reported that it did not expect the significant profits from Telereal to continue at the same levels as in previous years, since it anticipated a considerable reduction in profits potentially available from the disposal of surplus property. As a result the Board believes that the disposal now by LS Trillium of its interest in Telereal provides Land Securities with an opportunity to crystallise a significant surplus over the carrying value of the investment, approaching 80 pence per share, while LS Trillium agreements with Telereal will provide a continued income stream lasting until at least 31 March 2010. The £300.0m consideration represents a £371.1 m surplus over Land Securities' carrying value of Telereal which was shown as a net liability of £71.1m in Land Securities' balance sheet as at 31 March 2005, at which time the Company's 50% share of Telereal's gross assets was £1,065.9m and its share of Telereal's liabilities was £1,137.0m. With the cash received on completion of the sale, the Company will continue to invest in its core markets of retail, London offices and new property outsourcing contracts through LS Trillium, including potential investment in the multi-billion pound Ministry of Defence and government-funded Building Schools for the Future programmes. LS Trillium agreements with Telereal The LS Trillium agreements with Telereal involve the management of part of BT's leasehold estate and the provision of other services and enables LS Trillium to maintain an ongoing relationship with Telereal. The agreement in relation to the leasehold estate runs until the end of 2031 (although both LS Trillium and Telereal have the option to terminate the agreement at any time on or after 31 March 2010 with not less than three months' notice). Under these new agreements LS Trillium will receive annual revenues of approximately £50.0m which will lead to anticipated pre-tax profits of some £14.0m per annum. Income from this contract has only been included in the Company's business plan until 31 March 2010. Future gain share The sale agreement provides for payments to be made by Pears Group to LS Trillium in the event that, within three years following completion, additional value is realised in certain circumstances. LS Trillium will be entitled to 50% of the excess gain above a value threshold of £750.0m in the event of a disposal or listing and 50% of the benefit of any new debt raised in excess of £500.0m. Commenting on the disposal, Ian Ellis, Chief Executive of LS Trillium, said: ' Over the past four years we have worked with BT on the delivery of its property strategy. During this time we have considerably reduced the surplus property estate and realised profit shares for BT and excellent returns for the joint venture partners. This deal enables us to benefit from an ongoing income stream from Telereal while realising the value of our shareholding and thereby enabling us to demonstrate the value inherent in LS Trillium as the UK's market leading property outsourcing business. We continue to see great opportunities in the outsourcing market and will continue to invest in new contracts for LS Trillium, building upon our position of strength.' Commenting on the transaction, Graham Edwards, Chief Executive designate of Telereal, said: 'Telereal is a strong service-orientated business. We have now established a long term ownership structure which allows us to build on our success to date. It has been a great pleasure working with Land Securities over the past five years. We now look forward to further strengthening our property partnership with BT, and to using the skills and abilities of our team to the full.' Adam Dakin, Chief Operating Officer of Telereal, added 'For us it is business as usual. We have a strong team of 350 people who are committed to providing an excellent service to BT and our other major client O2. Following this deal nothing changes, our people stay the same, our clients stay the same and our commitment to service excellence stays the same.' Extraordinary General Meeting and notice LS Trillium is a wholly-owned subsidiary of the Company and also Pears Group's joint venture partner in Telereal. As a result Pears Group is a related party of the Company under the Listing Rules, and therefore this disposal to Pears Group is subject to approval by the Company's shareholders. A circular convening an extraordinary general meeting will be sent to shareholders shortly. Equity analyst and investor conference call Land Securities is holding a conference call for equity analysts and investors at 10.00 a.m. today. The call is to be hosted by: Francis Salway, Group Chief Executive, Land Securities Ian Ellis, Chief Executive of LS Trillium. A live audio webcast of the conference call will be available on the company's website (www.landsecurities.com). An archive copy will then be available at the same address later today. - ends - Enquiries Land Securities Financial Dynamics Francis Salway Stephanie Highett Emma Denne 020 7269 7160 020 7024 5460 Land Securities Trillium Telereal Ian Ellis Adam Dakin 020 7796 5500 020 7710 4208 Telereal/Pears Group Graham Edwards 020 7433 3333 This information is provided by RNS The company news service from the London Stock Exchange
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