Statement re possible all-share merger

UK Commercial Property REIT Ltd

21 November 2023

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

FOR IMMEDIATE RELEASE

21 November 2023

UK Commercial Property REIT Limited ("UKCM" or the "Company")

Statement regarding the possible all-share merger

with Picton Property Income Limited ("Picton")

On 8th November 2023, UKCM announced it was in discussions with Picton regarding a possible all-share merger (the "Possible Merger").

UKCM has been informed by its largest shareholder that it does not support the Possible Merger on the terms proposed.

Accordingly, UKCM has informed Picton that it is terminating discussions with Picton regarding the Possible Merger.

The person responsible for arranging the release of this announcement on behalf of UKCM is Peter Pereira Gray, Chair.

Important Code Notes

In accordance with Rule 2.6(a) of the Code, Picton is required, by not later than 5.00 p.m. on 6 December 2023, to either announce a firm intention to make an offer for the Company in accordance with Rule 2.7 of the Code or announce that it does not intend to make an offer for the Company, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies. This deadline can be extended with the consent of the Panel on Takeovers and Mergers in accordance with Rule 2.6(c) of the Code.

Enquiries
UK Commercial Property REIT Limited Peter Pereira Gray, Chair	[phone]
Rothschild & Co (Financial Adviser to UKCM) Alex Midgen Sam Green		[phone]

Inside Information

The information contained within this announcement is deemed by UKCM to constitute inside information as stipulated under the Market Abuse Regulation (EU) no. 596/2014 (as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended). On the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.

Notice related to financial adviser

N.M. Rothschild & Sons Limited ("Rothschild & Co"), which is authorised and regulated by the Financial Conduct Authority in the United Kingdom, is acting exclusively for UKCM and for no one else in connection with the subject matter of this announcement and will not be responsible to anyone other than UKCM for providing the protections afforded to its clients or for providing advice in connection with the subject matter of this announcement.

Rule 26.1 disclosure

In accordance with Rule 26.1 of the Code, a copy of this announcement will be available (subject to certain restrictions relating to persons resident in restricted jurisdictions) at www.ukcpreit.com by no later than 12 noon (London time) on the business day following the date of this announcement. The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.

 

END