Completion of Acquisition

Land Securities PLC 30 November 2000 Land Securities PLC 30 November 2000 Not for release, publication or distribution in or into Australia, Canada, Japan or the United States of America Land Securities PLC ('Land Securities') Completion of Acquisition of Trillium Investments GP Limited ('Trillium') * Land Securities announces the completion of its acquisition of Trillium for £160 million in cash and 680,000 shares * The cash consideration will be satisfied out of Land Securities' committed bank facilities * The acquisition is consistent with Land Securities' strategy of seeking to diversify into growth areas of the property markets to increase earnings and improve returns on equity * Manish Chande, co-founder and Chief Executive of Trillium, will join the Land Securities Board. Martin Myers, co-founder and Executive Deputy Chairman of Trillium, will act as Special Adviser to the Land Securities Board. Following the announcement on 2 November 2000 that Land Securities had agreed Heads of Terms to acquire Trillium, Land Securities announces that it has completed the acquisition of Trillium for £160 million in cash and 680,000 shares (with a value as at 29 November 2000 of approximately £5.6 million). Also, Land Securities will assume net debt within Trillium of approximately £ 168 million and in addition it has apportioned a fair value liability of approximately £15 million to a swap instrument. Trillium is a total property outsourcing group owned by management, the Whitehall Street Funds and their associates. Established in 1997, Trillium's principal contract is the running of PRIME, the Department of Social Security's occupational estate, which lasts until 2018. PRIME covers 16 million sq.ft. (c.1.5 million sq. m.) of office accommodation located throughout the UK and comprises a mix of freehold and leasehold tenure. In addition, for the past nine months, Land Securities and Trillium have been working together in joint venture bids for the BBC and London Underground Property Partnership (LUPP) private finance initiative (PFI) contracts. The joint ventures have been short-listed for both projects and a decision is expected on LUPP around this year-end and on the BBC early in 2001. Earlier this year, Land Securities announced that it would be restructuring itself into separate Portfolio Management and Development divisions and seeking to create additional earnings streams by optimising the returns from properties. The acquisition of Trillium is a significant step towards achieving this objective. Land Securities expects the acquisition of Trillium to be earnings enhancing within the first full year following the acquisition. On completion, Trillium is expected to have total net assets with a fair value of approximately £126 million, which includes properties and net debt with a fair value of approximately £312 million and £183 million respectively. The goodwill on acquisition is expected to be £43 million which will be amortised over the 18 years remaining on the PRIME contract. Application will be made to the United Kingdom Listing Authority ('UKLA') and the London Stock Exchange for admission of the new ordinary shares to the Official List of the UKLA and to trading on the London Stock Exchange's markets for listed securities. Manish Chande, co-founder and Chief Executive of Trillium will join Land Securities as a member of the PLC Board responsible for the further development of Land Securities' total property services business. Martin Myers, co-founder and Executive Deputy Chairman of Trillium, will become a Special Adviser to the Land Securities' Board. Lord Griffiths of Fforestfach will continue as non-executive Chairman of Trillium. Commenting on the acquisition, Ian Henderson, Chief Executive of Land Securities, said: 'The acquisition of Trillium continues the progress made to date of restructuring our business to take advantage of the new opportunities in today's property industry. Trillium brings us exposure to the corporate and government property outsourcing market, a growth area where we see significant opportunities. ' Manish Chande, Trillium's Chief Executive commented: 'Trillium as part of Land Securities is set to go from strength to strength. The business case for total property outsourcing is compelling and we are very optimistic about the prospects in both the public and private sectors.' For further information: Land Securities Trillium Ian Henderson Manish Chande Jim Murray Nicola Frost Peter Walicknowski 020 7413 9000 020 7796 5528 Joint Financial Advisers to Land Securities: Schroder Salomon Smith Barney Cazenove & Co Peter Smart Richard Cotton Nick Tinworth 020 7986 4000 020 7588 2828 Press Enquiries: Financial Dynamics Tony Knox Emma Denne 020 7831 3113 Financial Adviser to Trillium: Goldman Sachs International Todd Eagle Brian Kane 020 7774 1000 Salomon Brothers International (trading as Schroder Salomon Smith Barney), which is regulated in the United Kingdom by The Securities and Futures Authority Limited, is acting for Land Securities and for no-one else in relation to the acquisition of Trillium and will not be responsible to anyone other than Land Securities for providing the protections afforded to its customers nor for giving advice in relation to the acquisition of Trillium. Cazenove & Co., who are regulated in the United Kingdom by The Securities and Futures Authority Limited, are acting for Land Securities and for no-one else in relation to the acquisition of Trillium and will not be responsible to anyone other than Land Securities for providing the protections afforded to its customers nor for giving advice in relation to the acquisition of Trillium. Goldman Sachs International, which is regulated in the United Kingdom by The Securities and Futures Authority Limited, is acting for Trillium and for no-one else in relation to the acquisition of Trillium and will not be responsible to anyone other than Trillium for providing the protections afforded to its customers nor for giving advice in relation to the sale to Land Securities. Notes to editors 1. Land Securities is one of the UK's leading quoted property investment and development groups with gross assets of nearly £7.7 billion. 2. In April 1999, the National Audit Office estimated that Trillium's PRIME contract will save the government £560 million over the life of the contract. 3. The Land Securities and Trillium joint venture submitted its final proposal for the London Underground Property Partnership on 15 November 2000. An announcement on this bid is expected within the next two months. 4. The Land Securities and Trillium joint venture continues negotiations with the BBC following its shortlisting for the BBC PFI. The selection of the successful partner is expected to be announced in early 2001. 5. The Whitehall Street Real Estate Limited Partnerships ('Whitehall Street Funds') are Goldman Sachs' primary vehicles for making substantial privately negotiated equity and equity-related real estate investments worldwide. The Whitehall Street Funds were formed in 1991 and have assets throughout Europe (UK, France, Germany, Spain, Italy and Belgium). The Whitehall Street Funds are managed by Goldman Sachs. 6. As at 31 December 1999, the net assets of Trillium Investments GP Limited, the holding company for Trillium, were £20,000. For the financial year ended 31 December 1999, Trillium's turnover was £285.3 million, operating profit before financing costs, exceptional charges and tax was £28.3 million and the profit on ordinary activities before tax was £4.5 million after an exceptional charge of £9.5 million relating to termination costs of a contractual arrangement with former partners and exceptional bid costs. As at 31 October 2000, Trillium had 630 employees. 7. The 680,000 shares are being issued to Mychand Ltd., which is owned by Manish Chande and Martin Myers. 8. Manish Chande will become a member of the Land Securities Board with effect from today. Under his service agreement, he will be entitled to an annual salary of £313,000, participation in the Annual Bonus Scheme for Senior Executives and pension entitlements. The service agreement is for an initial two-year fixed term with a mutual option to extend for a further period of one year and thereafter on a rolling one year basis.
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