THE FOLLOWING ANNOUNCEMENT IS BEING MADE PURSUANT TO THE REQUIREMENTS OF RULE 19.6(B) AND RULE 19.6(C)(II) OF THE CITY CODE ON TAKEOVERS AND MERGERS (THE "CODE").
10 December 2025
Titanium Ruth Bidco Limited ("Bidco")
(a company indirectly wholly owned by one of Brookfield's real estate private funds)
Rule 19.6(b) update and Rule 19.6(c) confirmation with respect to post-offer intention statements made regarding Titanium Ruth Holdco Limited (formerly Tritax EuroBox plc) ("Tritax EuroBox")
Pursuant to Rule 19.6(c)(ii) of the Code, and further to completion of Bidco's recommended cash acquisition of the entire issued and to be issued share capital of Tritax EuroBox, which was implemented by way of a Court-sanctioned scheme of arrangement under Part 26 of the Companies Act 2006 and became effective on 10 December 2024 (the "Transaction"), Bidco announces that it has duly confirmed in writing to the Panel on Takeovers and Mergers that, subject to the matters detailed below, it has complied with the post-offer intention statements made pursuant to Rule 2.7(c)(viii) and Rule 24.2 of the Code, as detailed in its announcement of 10 October 2024 and in the scheme document published by Tritax EuroBox on 28 October 2024 (the "Scheme Document" and together with the Rule 2.7 Announcement, the "Offer Documentation") and as subsequently updated in its announcement on 7 May 2025. Capitalised terms used in this announcement but not otherwise defined shall have their meaning given to them in the Scheme Document.
The Offer Documentation stated that Bidco intended to explore the potential sale of certain properties within the Tritax EuroBox property portfolio and that, subject to prevailing market conditions, the proceeds of such sales would represent approximately 20-30% of the gross value of the Tritax EuroBox property portfolio. In addition to the sale of certain assets of Tritax EuroBox to SELP European Holdings S.à r.l. ("SELP") on 4 March 2025, Bidco has recently completed the sale of an additional property within the Tritax EuroBox property portfolio. Subject to the finalisation of customary post-closing adjustment in respect of such additional sale, the aggregate proceeds realised from all sales (including those to SELP) are expected to represent approximately 42% of the gross value of the Tritax EuroBox property portfolio.
Enquiries:
| Brookfield | |
| John Hamlin | +44 (0) 7436 054 717 |
| Marie Fuller | +44 (0) 20 7408 8375 |
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