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Real Estate Investors PLC 10 June 2004 FOR RELEASE AT 7:00AM ON 10 JUNE 2004 REAL ESTATE INVESTORS PLC ("REI" or "the Company") -Dealings commence in property investment company's shares- - Two acquisitions completed upon Admission- REI, the commercial property investment company founded by Peter Lewin, the founder and former chief executive of Newport Holdings PLC, announces that its shares have been admitted to trading on AIM today under the symbol "RLE". The Company has raised £2.27 million (before expenses) through a placing ("the Placing") of 22,650,000 new ordinary shares of 1p per share ("Ordinary Shares") at a placing price of 10p per share ("the Placing Price"). REI's market capitalisation will be £2.64 million following admission to trading of all issued Ordinary Shares at the Placing Price. The Directors have invested a total of £650,000 at the Placing Price representing 24.62 per cent. of the Company's share capital following the Placing and Acquisitions. REI also announces that it has agreed to acquire two properties with an aggregate market value as at 30 April 2004 of £4.2 million ("the Acquisitions"). One of these acquisitions, Eurocity (Crawley) Limited, from Eurocity Properties PLC, a subsidiary of Panther Securities PLC, involves the partial satisfaction of the consideration in equity and loan stock, which illustrates the Company's stated acquisition finance strategy. The Ordinary Shares to be issued pursuant to the Acquisitions will be admitted to trading on AIM on Friday, 11 June 2004 and will represent 12.31 per cent. of REI's issued share capital. Smith & Williamson Corporate Finance Limited is nominated adviser to the Company and Seymour Pierce Ellis Limited is the Company's broker. ADMISSION STATISTICS Placing Price per Ordinary Share 10p Number of Placing Shares 22,650,000 Number of Ordinary Shares in issue following the Placing and Acquisitions 26,400,000 Market capitalisation of the Company on admission of all £2.64 million issued Ordinary Shares at the Placing Price Approximate gross proceeds of the Placing £2.27 million Approximate net proceeds of the Placing to be received by £2.04 million the Company Directors' interests in the Share Capital following the Placing and Acquisitions 24.62% Commenting, Peter Lewin, chief executive of REI said: "The flotation means that REI can now start looking for further acquisitions which will deliver shareholder value. With Newport Holdings PLC, I demonstrated that the strategy of acquiring properties through a mixture of cash and shares is an attractive and successful one and, together with my colleagues, am looking forward to growing REI in a similar manner." For further information, please call: Peter Lewin, Real Estate Investors PLC07836 715615 Richard Sunderland/Christopher Joll, mj2020 7491 7776 This announcement does not constitute, or form any part of, any offer or invitation to sell, allot or issue, or any solicitation of any offer to purchase or subscribe for, any securities, nor shall it (or any part of it) or the fact of its distribution form the basis of, or be relied upon in connection with, or act as any inducement to enter into, any contract or commitment for securities, which should only be made on the basis of information contained in the admission document issued in connection with the Placing. The Placing described in this announcement is only being made in the United Kingdom. This announcement does not constitute an offer to sell, or the solicitation of an offer to buy, shares in any jurisdiction in which such offer or solicitation is unlawful and, in particular, is not for distribution in or into the United States, Canada, Australia or Japan. The issuance of securities in the Placing has not been and will not be registered under the applicable securities laws of the United States, Canada, Australia or Japan. The distribution of this announcement in other jurisdictions may be restricted by law and therefore persons into whose possession this announcement comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdictions. NOTES Introduction Real Estate Investors PLC was incorporated on 16 February 2004, formed by Peter Lewin, the founder and former chief executive of Newport Holdings PLC, a company which was listed on the London Stock Exchange in 1994 and engaged in investment in the commercial property sector. REI has been established to acquire commercial property assets and property interests with investment potential, focussing on medium sized commercial properties, with a portfolio diversified by property type, geographic location and tenant. The proceeds of the Placing will be used to finance the acquisitions outlined below, to provide working capital and fund future acquisitions of commercial property assets and property interests with investment potential. One of the cornerstones of the Company's business strategy lies in the structuring of its acquisition finance. In addition to the use of the Company's cash and long term debt funding from institutional lenders, predominantly at fixed rates, the Board will seek, where possible, to satisfy the acquisition consideration, in whole or in part, by the issue to vendors of Ordinary Shares. The Directors believe that this strategy, which was successfully employed by Peter Lewin at Newport Holdings PLC, can be attractive to both vendors, who gain an interest in the future success of REI as a whole, and shareholders. The Acquisitions The Acquisitions, which are of the two companies which own these properties, comprise retail premises, office space and restaurant premises. The tenant covenants are secured on full-repairing and insuring leases, subject to upward only rent reviews. Following completion of the Acquisitions, approximately 41 per cent. of the Company's rental income portfolio will derive from the retail sector, 41 per cent. will derive from office space and 18 per cent. will derive from the leisure sector. Going forward, the Directors will aim to maintain a diverse portfolio of properties which will be reflected in the rental income received. REI's property portfolio, as it will be on completion of the Acquisitions, has been valued by CB Richard Ellis and a copy of a report on the valuation of the properties is set out in Part V of the admission document. Brief details about the properties which will be acquired by the Company are provided below. 34-48 The Broadway, 1/4 Crosskeys, Crawley The property comprises five ground floor retail units of 6,846 square feet in total and two floors of office accommodation of 5,974 square feet. It is situated within the town centre of Crawley. The lessees include Bradford & Bingley, Kelly Services and the Carphone Warehouse. The entire property is let on full repairing and insuring terms with a total rental of approximately £300,000 per annum. REI has agreed to acquire Eurocity (Crawley) Limited, the company owning this property, for a consideration of £718,320, which, inter alia, takes account of the outstanding loan which is secured on the property and other assets and liabilities of the company. The consideration is to be satisfied by the issue of Ordinary Shares in the amount of £325,000 and loan notes in the amount of £325,000 and the payment of £68,320 in cash to the vendor. Financial information on Eurocity (Crawley) Limited is set out in Part III of the admission document. Parkgate Road, Battersea, London The property comprises a 3,150 square foot purpose-built restaurant, situated in a busy commercial location close to Battersea Park and the River Thames. It is let as a restaurant to Cafe Rouge on a full repairing and insuring lease to 2019, at an annual rental of £65,000 with a rent review due in November 2004. REI has agreed to acquire Boothmanor Limited, the company owning this property, for a cash consideration of £89,731, which, inter alia, takes account of the outstanding loan which is secured on the property and the other assets and liabilities of the company. Financial information on Boothmanor Limited is set out in Part III of the admission document. The Board The Board will initially comprise two executive directors and one non-executive director. Peter Lewin is chief executive; John Jack, the former chairman of Procord Limited, is non-executive chairman; and Malcolm Lewin (no relation to Peter Lewin), who is the former finance director of OMG PLC, is finance director. The Board will seek to recruit an additional non-executive director in due course. Background on Newport Holdings PLC Newport Holdings PLC specialised in acquiring investment commercial property in UK provincial towns and cities. Under Peter Lewin's leadership, it rapidly built a strongly performing portfolio that was financed primarily by using its listed shares. Newport raised £6.1 million from investors on its initial listing in 1994 and its NAV increased from 111p per share in 1994 to 206p per share in 2002. This was achieved without recourse to shareholders for additional cash. In addition, the company achieved uninterrupted profits and continued dividend payments, while gross assets grew from £16 million to £156 million, generating rental income which increased from approximately £1 million to nearly £10 million over the nine years while Peter Lewin was chief executive. Peter Lewin stepped down from the board of Newport in December 2002 before it was acquired by Mintglade Holdings Limited in October 2003. This information is provided by RNS The company news service from the London Stock Exchange
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