Retail Offer

Tritax Big Box REIT plc

05 August 2026

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014 (WHICH FORMS PART OF DOMESTIC UK LAW PURSUANT TO THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("UK MAR").

THIS ANNOUNCEMENT AMOUNTS TO A FINANCIAL PROMOTION FOR THE PURPOSES OF SECTION 21 OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 ("FSMA") AND HAS BEEN APPROVED BY RETAIL BOOK LIMITED WHICH IS AUTHORISED AND REGULATED BY THE FINANCIAL CONDUCT AUTHORITY (FRN 994238). THIS FINANCIAL PROMOTION IS NOT INTENDED TO BE INVESTMENT ADVICE.

THIS ANNOUNCEMENT IS FOR INFORMATIONAL PURPOSES ONLY, AND DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER OR INVITATION TO SELL OR ISSUE, OR ANY SOLICITATION OF AN OFFER TO PURCHASE OR SUBSCRIBE FOR, ANY SECURITIES OF TRITAX BIG BOX REIT PLC.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND OR THE REPUBLIC OF SOUTH AFRICA OR INTO ANY OTHER JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OR BREACH OF ANY APPLICABLE LAW OR REGULATION. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.

5 August 2026

Tritax Big Box REIT plc

("Tritax Big Box REIT" or the "Company")

Retail Offer

·    Tritax Big Box REIT announces a conditional retail offer of new Ordinary Shares via RetailBook;

·    The issue price for the new Ordinary Shares will be determined at the close of the bookbuilding process;

·     Investors can take part through RetailBook's partner network of retail brokers, wealth managers and investment platforms (subject to such partners' participation);

·     Applications for new Ordinary Shares through these partners can be made from tax efficient savings vehicles such as ISAs or SIPPs, as well as General Investment Accounts ("GIAs");

·     The Retail Offer is available to both existing shareholders and new investors in the United Kingdom;

·     There is a minimum subscription of £250 per investor in the Retail Offer;

·     No commission will be charged by RetailBook on applications to the Retail Offer.

·     UK Investors that wish to receive alerts for future RetailBook transactions should sign up here: https://www.retailbook.com/investors;

·      More information on RetailBook's partner network and how investors can participate in the Retail Offer can be found here: https://app.retailbook.com/offers/tritax-big-box-reit-plc.

The Retail Offer

Tritax Big Box REIT (LSE: BBOX), a real estate investment trust focused on long-term investment providing compounding income and developing high-quality logistics and data centre real estate in the United Kingdom, is pleased to announce a conditional retail offer of new ordinary shares in the capital of the Company ("Ordinary Shares") via RetailBook (the "Retail Offer"). The Company is also conducting a non-pre-emptive placing of new Ordinary Shares to institutional investors (the "Placing") by way of an accelerated bookbuilding process (the "Bookbuild"), and a subscription by all the directors and certain of the PDMRs of the Company (the "Subscription", and together with the Placing and Retail Offer, the "Equity Issue") as announced by the Company earlier today. For the avoidance of doubt, the Retail Offer is not part of the Placing or the Subscription.

The issue price of the new Ordinary Shares to be issued pursuant to the Retail Offer, the Placing and the Subscription will be determined following the close of the Bookbuild.

The Retail Offer is conditional on the approval of the shareholders of the Company at a general meeting of the Company to be convened for 10.00 a.m. on 24 August 2026 and on the new Ordinary Shares to be issued pursuant to the Equity Issue being admitted to trading on the main market for listed securities of London Stock Exchange plc ("Admission"). Admission is expected to take place at 8.00 a.m. on 26 August 2026. It is expected that admission of the new Ordinary Shares to be issued pursuant to the Placing will occur at the same time. 

The Retail Offer is conditional on the Placing being completed, but the Placing is not conditional on the Retail Offer.

The Company will use the net proceeds to unlock its enlarged pipeline of data centre development opportunities, to enhance financial flexibility to pursue additional logistics acquisition and development opportunities, and, with the UKCM disposal programme in its final stage, to adopt a highly targeted approach to medium term capital recycling.

The Company today separately announced its unaudited results for the six months ended 30 June 2026 (the "HY26 Results"). The HY26 Results were released via a Regulatory Information Service and are available on the Company's website at https://www.tritaxbigbox.co.uk/investors/.

Reason for the Retail Offer

The Company values its retail shareholder base and believes that it is in the best interests of shareholders, as well as wider stakeholders, to provide retail and other interested investors in the United Kingdom the opportunity to participate in the Retail Offer in line with the Pre-Emption Group guidelines.

The Retail Offer is open to eligible investors resident and physically located in the United Kingdom following release of this announcement. The Retail Offer is expected to close at 9.00 p.m. on 5 August 2026 and may close earlier at the discretion of the Company.

Investors can participate through RetailBook's partner network of investment platforms, retail brokers and wealth managers, subject to such partners' participation. More information on RetailBook's partner network can be found https://app.retailbook.com/offers/tritax-big-box-reit-plc.

Applications for new Ordinary Shares through participating partners can be made from tax efficient savings vehicles such as ISAs or SIPPs, as well as GIAs. Investors wishing to apply using their ISA, SIPP or GIA should contact their investment platform, retail broker or wealth manager for details of their terms and conditions, process and any relevant fees or charges.

The new Ordinary Shares will, when issued, be credited as fully paid and will rank pari passu in all respects with existing Ordinary Shares including the right to receive all dividends and other distributions declared, made or paid after their date of issue. The new Ordinary Shares issued pursuant to the Equity Issue will carry the right to receive the quarterly dividend in respect of the period from 1 July 2026 to 30 September 2026 (2 pence per Ordinary Share expected); they will not carry the right to receive the quarterly dividend in respect of the period from 1 April 2026 to 30 June 2026 (2 pence per Ordinary Share declared today).

Brokers wishing to offer their customers access to the Retail Offer and future RetailBook transactions should contact [e-mail]. UK Investors that wish to receive alerts for future RetailBook transactions should sign up here: https://www.retailbook.com/investors.

Eligibility for the Retail Offer

The Retail Offer is available to new and existing shareholders of the Company in the United Kingdom. To be eligible to participate in the Retail Offer, applicants must be a customer of a participating partner.

Eligible investors wishing to subscribe for new Ordinary Shares should contact their investment platform, retail broker or wealth manager to confirm if they are participating in the Retail Offer.

Some partners may only accept applications from existing shareholders and/or existing customers.

There is a minimum subscription of £250 per investor. The terms and conditions on which investors subscribe will be provided by the relevant financial intermediaries including relevant commission or fee charges. Note, no commission will be charged to investors by RetailBook in connection with the Retail Offer.

The Company reserves the right to scale back any order under the Retail Offer at its discretion. The Company reserves the right to reject any application for subscription under the Retail Offer without giving any reason for such rejection.

Investors should make their own investigations into the merits of an investment in the Company. Nothing in this announcement amounts to a recommendation to invest in the Company or amounts to investment, taxation or legal advice.

It should be noted that a subscription for new Ordinary Shares and investment in the Company carries a number of risks. Investors should take independent advice from a person experienced in advising on investment in securities such as the new Ordinary Shares if they are in any doubt.

An investment in the Company will place capital at risk. The value of your investment in the Company and any income from it is not guaranteed and can go down as well as rise due to stock market and currency movements. When you sell your investment, you may get back less than the amount originally invested.

Neither past performance nor any forecasts should be considered a reliable indicator of future results.

This announcement should be read in its entirety. In particular, the information in the "Important Notices" section of the announcement should be read and understood.

Enquiries

Tritax Big Box REIT plc Colin Godfrey (CEO), Frankie Whitehead (CFO), Ian Brown (Head of Corporate Strategy & IR)	[phone] / [e-mail]
RetailBook Limited Nick Smith / James Deal	[e-mail]
Kekst CNC, PR adviser Guy Bates / Lucy Besser	Tel: [phone] Email: [e-mail]

Further information on the Company can be found on its website at https://www.tritaxbigbox.co.uk/

Important Notices

This announcement contains inside information and is issued on behalf of the Company by Hana Beard.

The contents of this announcement, which has been prepared by and is the sole responsibility of the Company, have been approved by Retail Book Limited ("RetailBook") solely for the purposes of section 21(2)(b) of FSMA.

The Retail Offer is offered in the United Kingdom under an exception from prohibition on public offers contained in Schedule 1 of the Public Offers and Admissions to Trading Regulations 2024 (the "POATR"). In addition, there is no requirement for publication of a prospectus pursuant to the Financial Conduct Authority ("FCA") Prospectus Rules: Admission to Trading on a Regulated Market Sourcebook (the "PRM"), or for approval of the same by the FCA. The Retail Offer is not being made into any jurisdiction other than the United Kingdom.

No offering document, prospectus or admission document has been or will be prepared or submitted to be approved by the FCA (or any other authority) in relation to the Retail Offer, and investors' commitments will be made solely on the basis of the information contained in this announcement and information that has been published by or on behalf of the Company prior to the date of this announcement by notification to a Regulatory Information Service in accordance with the FCA Disclosure Guidance and Transparency Rules and UK MAR.

This announcement is not for publication or distribution in or into the United States. This announcement is not an offer of securities for sale into the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "US Securities Act") or under the securities law of any state or other jurisdiction of the United States, and may not be offered or sold directly or indirectly in or into the United States, except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the US Securities Act and in compliance with the securities laws of any state or any other jurisdiction of the United States. No public offering of securities is being made in the United States.

The new Ordinary Shares are being offered and sold outside the United States in "offshore transactions", as defined in, and in compliance with, Regulation S under the US Securities Act.

This announcement and the information contained herein is not for release, publication or distribution, directly or indirectly, in whole or in part, in or into Australia, Canada, Hong Kong, Japan, New Zealand, the Republic of South Africa or any other jurisdiction where to do so might constitute a violation or breach of any applicable law or regulation.

This announcement does not constitute an offer to sell or issue or a solicitation of an offer to buy or subscribe for new Ordinary Shares in Australia, Canada, Hong Kong, Japan, New Zealand, the Republic of South Africa or any other jurisdiction in which the same would be unlawful. No public offer of the securities referred to herein is being made in any such jurisdiction.

The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein 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 jurisdiction.

RetailBook is a proprietary technology platform owned and operated by Retail Book Limited (registered address at 10 Queen Street Place, London EC4R 1AG). Retail Book Limited is authorised and regulated in the United Kingdom by the FCA (FRN 994238).

The value of Ordinary Shares and the income from them is not guaranteed and can fall as well as rise due to stock market movements. When you sell your investment, you may get back less than you originally invested. Figures refer to past performance and past performance is not a reliable indicator of future results. Returns may increase or decrease as a result of currency fluctuations.

Certain statements contained in this announcement constitute "forward-looking statements". All statements other than statements of historical facts included in this announcement are, or may be deemed to be, forward-looking statements. Without limitation, any statements preceded or followed by or that include the words ''targets'', ''plans'', ''believes'', ''expects'', ''aims'', ''intends'', ''anticipates'', ''estimates'', ''projects'', ''will'', ''may'', "would", "could" or "should", or words or terms of similar substance or the negative thereof, are forward-looking statements. Forward-looking statements include statements with respect to the financial condition, performance, strategic initiatives, objectives, results of operations and business of the Company. Such forward-looking statements involve risks and uncertainties that could significantly affect expected results and are based on certain key assumptions. Many factors could cause actual results, performance or achievements to differ materially from those projected or implied in any forward-looking statements. Accordingly, no assurance can be given that any particular expectation will be met and reliance shall not be placed on any forward-looking statement. Additionally, forward-looking statements regarding past trends or activities shall not be taken as a representation that such trends or activities will continue in the future. No representation or warranty is made as to the achievement or reasonableness of, and no reliance should be placed on, such forward looking statements. Accordingly, undue reliance should not be placed on forward-looking statements, which speak only as of the date hereof. The Company expressly disclaims any obligation or undertaking to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, unless required to do so by applicable law or regulation. In particular, no statement in this announcement is intended to be a profit forecast. All projections, estimations, forecasts, budgets, targets, ambitions or similar expressions in this announcement are illustrative exercises involving significant elements of judgement and analysis and using the assumptions described herein, which assumptions, judgements and analyses may or may not prove to be correct. The actual outcome may be materially affected by changes in economic and/or other circumstances. The price and value of securities and any income derived from them can go down as well as up and investors may not get back the full amount invested on disposal of the securities. Past performance is not a guide to future performance.

The information in this announcement is for background purposes only and does not purport to be full or complete. None of RetailBook or any of its affiliates, accepts any responsibility or liability whatsoever for, or makes any representation or warranty, express or implied, as to this announcement, including the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to the Company or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of the announcement or its contents or otherwise arising in connection therewith. RetailBook and its affiliates, accordingly disclaim all and any liability whether arising in tort, contract or otherwise which they might otherwise be found to have in respect of this announcement or its contents or otherwise arising in connection therewith.

Neither the content of the Company's website (or any other website) nor the content of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into or forms part of this announcement. The new Ordinary Shares to be issued or sold pursuant to the Retail Offer will not be admitted to trading on any stock exchange other than the London Stock Exchange.

No other documents or materials are incorporated into, or form part of this financial promotion and RetailBook has not carried out any verification or due diligence in respect of any such other documents.

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