Secure Income REIT PLC Issue of Shares (7021G)

TIDMSIR

RNS Number : 7021G

Secure Income REIT PLC

19 March 2020

19 March 2020

Secure Income REIT Plc

(the "Company")

Issue of Shares in connection with pre-existing arrangements

As disclosed in the Company's annual results announcement issued on 12 March 2020, the Company has an obligation to issue shares to the Company's Investment Adviser under incentive fee arrangements entered into at the time of the Company's listing in June 2014. This follows the Company reporting total accounting return and total shareholder return for the 2019 financial year of 11.7%, which exceeds the 10% priority return to shareholders. Consequently, the Company will issue 1,184,551 new ordinary shares of 10 pence each ("Shares") to Prestbury Investment Partners Limited ("Prestbury Investment Partners", the company which replaced Prestbury Investments LLP as investment adviser as announced on 10 December 2019). Full details of the calculation of the fee entitlement are disclosed in the announcement made on 12 March 2020 of the Company's 2019 results.

Following the issue of the Shares, Prestbury Investment Partners will have a total shareholding in the Company of 1,184,551 ordinary shares, representing 0.4 % of the Company's voting rights. The Shares received by Prestbury Investment Partners will not be permitted to be disposed for a minimum of 18 months and up to 42 months from 31 March 2020, save under certain limited circumstances including a sale of shares if required to fund payment of the tax liability arising on receipt of the fee. It is not currently intended that shares will be sold to meet the tax liability arising.

A subsidiary of Prestbury Investments LLP, Prestbury Incentives Limited, holds 19,059,132 ordinary shares previously received under the incentive fee arrangements for prior periods. Prestbury Incentives is under the same ownership and control as Prestbury Investment Partners. Furthermore, Nick Leslau, Mike Brown and Sandy Gumm, which are shareholders in and directors of both Prestbury Investment Partners and Prestbury Incentives, hold shares directly and in entities controlled by them. The total holding of the management team, following the issue of the 2019 incentive shares, will therefore be:

 
 
 Prestbury Incentives Limited           19,059,132 
 Nick Leslau                            18,342,009 
 Prestbury Investment Partners 
  Limited                                1,184,551 
 Mike Brown                              1,183,580 
 Sandy Gumm                                192,574 
                                      ------------ 
 Management team shares held            39,961,846 
                                      ------------ 
 
 Total shares to be in issue           324,035,146 
                                      ------------ 
 Management team percentage holding          12.3% 
 

Application has been made for the 1,184,551 Shares to be admitted to trading on AIM and admission is expected to be effective at 8.00 a.m. on or around 20 March 2020.

Following the allotment of the Shares and in accordance with the Disclosure Guidance and Transparency Rules, the Company's issued voting ordinary share capital will comprise 324,035,146 ordinary shares. There are no Shares held in treasury. The above figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the ordinary share capital of the Company under the Disclosure and Transparency Rules.

The Company's LEI is: 213800M1VI451RU17H40

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

 
 1     Details of the person discharging managerial responsibilities 
        / person closely associated 
 a)    Name                                     Prestbury Investment Partners Limited 
      ---------------------------------------  -------------------------------------------- 
 2     Reason for the notification 
      ------------------------------------------------------------------------------------- 
 a)    Position/status                          PCA of Nick Leslau (Director) 
      ---------------------------------------  -------------------------------------------- 
 b)    Initial notification                     Initial 
        /Amendment 
      ---------------------------------------  -------------------------------------------- 
 3     Details of the issuer, emission allowance market participant, 
        auction platform, auctioneer or auction monitor 
      ------------------------------------------------------------------------------------- 
 a)    Name                                     Secure Income REIT Plc 
      ---------------------------------------  -------------------------------------------- 
 b)    LEI                                      213800M1VI451RU17H40 
      ---------------------------------------  -------------------------------------------- 
 4     Details of the transaction(s): section to be repeated 
        for (i) each type of instrument; (ii) each type of transaction; 
        (iii) each date; and (iv) each place where transactions 
        have been conducted 
      ------------------------------------------------------------------------------------- 
 a)    Description of the                       Ordinary shares 
        financial instrument, 
        type of instrument 
 
       Identification code                      GB00BLMQ9L68 
 b)    Nature of the transaction                Issue of equity 
 c)    Price(s) and volume(s) 
                                                --------------------  ------------------- 
                                                 Price(s)              Volume(s) 
                                                --------------------  ------------------- 
    n/a                                                                1,184,551 
   -----------------------------------------------------------------  ------------------- 
 
 d)    Aggregated information 
 
  - Aggregated volume                      1,184,551 shares 
 
  - Price                                  n/a 
 e)    Date of the transaction                  20 March 2020 
 f)    Place of the transaction                 Off market 
      ---------------------------------------  -------------------------------------------- 
 

For further information on the Company, please contact:

 
 Secure Income REIT Plc                                [phone] 
 Nick Leslau                           [e-mail] 
  Mike Brown 
  Sandy Gumm 
 
 
 
 Stifel Nicolaus Europe Limited 
  (Nominated Adviser)                                  [phone] 
 Stewart Wallace                      [e-mail] 
 
 
 
 FTI Consulting 
  (PR Adviser)                                         [phone] 
  Dido Laurimore                     [e-mail] 
  Claire Turvey 
  Eve Kirmatzis 
 
 

About Secure Income REIT Plc :

Secure Income REIT specialises in generating long term, inflation protected, secure income from real estate investments. Its investment strategy is designed to satisfy investors' growing requirements for high quality, safe, inflation protected income flows.

At 31 December 2019, the Group's investment property portfolio was valued at GBP2.1 billion, producing GBP110.7 million per annum of rental income from long term leases with a weighted average unexpired term to expiry of 21.0 years with no breaks. All rental income is subject to fixed uplifts or RPI upwards only rent reviews with 59% of rental income subject to RPI-linked reviews and 41% having fixed uplifts.

The Group's portfolio comprises key operating assets let to strong businesses in defensive sectors with high barriers to entry. The upwards only RPI-linked rent reviews and fixed rental uplifts combine with fixed cost debt to drive healthy dividend growth, creating attractive and predictable returns.

The Company is advised by Prestbury Investment Partners Limited, owned by the team which advised Max Property Group Plc until August 2014, when all of the assets of Max Property Group Plc were sold to Blackstone Group. Prestbury is owned and run by a team of real estate and finance professionals including Nick Leslau, Mike Brown, Tim Evans, Ben Walford and Sandy Gumm.

The Company's Board is chaired by Martin Moore together with three further independent Directors: Leslie Ferrar, Jonathan Lane and Ian Marcus, as well as three members of the Prestbury Team: Nick Leslau, Mike Brown and Sandy Gumm.

The Company is a UK REIT which floated on the AIM market of the London Stock Exchange in June 2014.

The Company's LEI is 213800M1VI451RU17H40.

Further information on Secure Income REIT is available at www.SecureIncomeREIT.co.uk .

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [e-mail] or visit www.rns.com.

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March 19, 2020 03:00 ET (07:00 GMT)