19 November 2021

PUBLICATION OF A RELATED PARTY CIRCULAR (THE "CIRCULAR")

CONTAINING A NOTICE OF GENERAL MEETING OF THE COMPANY

and

AMENDMENT TO BANK FACILITY

Further to its announcements of 25 October 2021 and 15 November 2021, Tritax EuroBox plc (the "Company") (ticker: EBOX (Sterling) and BOXE (Euro)) announces that it has published a Circular, having received approval from the Financial Conduct Authority, which will be posted to shareholders today.

The Circular seeks shareholder approval to complete the Gelsenkirchen Proposal outlined on 25 October 2021, the Bönen Proposal outlined on 15 November 2021 as well as seeking shareholder approval in relation to the German Propco Guarantor Amendment Proposal (as defined below). Each of the Gelsenkirchen Proposal, the Bönen Proposal and the German Propco Guarantor Amendment Proposal (together, the "Proposed Transactions") are deemed to be a related party transaction for the purposes of Chapter 11 of the Financial Conduct Authority's Listing Rules (the "Listing Rules") and are therefore subject to shareholder approval.

The Circular contains a notice convening a General Meeting of the Company at which approval will be sought from shareholders for implementation of the Proposed Transactions. The General Meeting will be held at 10 a.m. on 10 December 2021 at the offices of the Company at 3rd Floor, 6 Duke Street St James's, London, SW1Y 6BN.

A copy of the Circular will shortly be made available on the Company's website (www.tritaxeurobox.co.uk) and submitted to the National Storage Mechanism, where it will be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

Unless otherwise defined, capitalised terms used in this announcement shall have the same meaning as set out in the Circular.

Further detail on the German Propco Guarantor Amendment Proposal can be found below.

Amendment to Bank Facility

The Company has entered into an amendment and restatement agreement relating to its revolving credit facility agreement (the "Facility Agreement"), pursuant to which certain subsidiaries of the Company in which Dietz Aktiengesellschaft, part of the Dietz group of companies (collectively referred to as "Dietz AG") owns a minority stake (the "German Propcos") would no longer be required to provide a guarantee under the revolving facility made available pursuant to the Facility Agreement (the "German Propco Guarantor Amendment Proposal"). There are no changes to the pricing or tenor of the revolving facility under the Facility Agreement.

As Dietz AG is considered as a related party to the Company under the Listing Rules, the German Propco Guarantor Amendment Proposal is subject to shareholder approval. Further details of the German Propco Guarantor Amendment Proposal, including the key commercial terms, are set out in the appendix to this announcement.

For further information please contact:

Tritax Group
+44 (0) 20 8051 5070

Nick Preston
Mehdi Bourassi

Jo Blackshaw (Investor Relations)

Maitland/AMO (Media inquiries)
James Benjamin
+44 (0) 7747 113 930
[email protected]

The Company's LEI is: 213800HK59N7H979QU33.

Notes:

Tritax EuroBox plc invests in and manages a well-diversified portfolio of well-located Continental European logistics real estate assets that are expected to deliver an attractive capital return and secure income to shareholders. These assets fulfil key roles in the logistics and distribution supply-chain focused on the most established logistics markets and on the major population centres across core Continental European countries.

Occupier demand for Continental European logistics assets is in the midst of a major long-term structural change principally driven by the growth of e-commerce. This is evidenced by technological advancements, increased automation and supply-chain optimisation.

The Company's Manager, Tritax Management LLP, has assembled a full-service European logistics asset management capability including specialist "on the ground" asset and property managers with strong market standings in the Continental European logistics sector.

Further information on Tritax EuroBox plc is available at www.tritaxeurobox.co.uk

APPENDIX

Background to, and reasons for, the German Propco Guarantor Amendment Proposal

Prior to the amendment and restatement of the Facility Agreement taking effect, each of the German Propcos is obliged to remain or, as the case may be, accede as a guarantor to the Facility Agreement. In connection with the Gelsenkirchen Proposal and the Bönen Proposal, the Company has agreed with Dietz AG to amend the guarantor structure under the Facility Agreement in respect of the German Propcos.

While the provision of a guarantee in respect of the Facility Agreement by the German Propco provides a benefit to the lenders under the Facility Agreement, it does not provide any benefit to Dietz AG as minority shareholder in the German Propcos as the revolving facility is only available to the Company and its group. Following the amendment and restatement of the Facility Agreement taking effect, the German Propcos will no longer be guarantors under the Facility Agreement.

There are no changes to the pricing or tenor of the revolving facility under the Facility Agreement.

Principal terms of the German Propco Guarantor Amendment Proposal

The amendment and restatement of the Facility Agreement is subject to certain conditions precedent including, among other things, confirmation of approval of Shareholders at the General Meeting.

Pursuant to the terms of the Facility Agreement, the Company is currently required to ensure that certain members of its group accede to the Facility Agreement as guarantors, and that the aggregate gross assets of the guarantors is not less than 85 per cent. of the consolidated gross assets of the Company's group (excluding, to the extent included, the gross assets of Savills Investment Management SGR S.p.a). Each of the German Propcos is currently obliged to remain or, as the case may be, accede as a guarantor to the Facility Agreement. As a result of Dietz AG's minority interests in the German Propcos, Dietz AG is indirectly providing credit support in respect of the obligations of the Company's group pursuant to the Facility Agreement.

The lenders under the Facility Agreement have agreed that, following the amendment and restatement of the Facility Agreement taking effect, the German Propcos will no longer be required to provide a guarantee under the revolving facility and will be excluded from the calculation of the guarantor cover test.

In consideration of the lenders agreeing to the amendments to the guarantor cover test, the Company will be required to ensure that the German Propcos remain or, as the case may be, accede as a party to the Facility Agreement as a "restricted propco" but not, for the avoidance of doubt, as a guarantor. As a "restricted propco", each German Propco will be bound by the events of default, representations and negative and positive covenants contained in the Facility Agreement as if it had been a guarantor. In addition, each German Propco will be required to comply with certain additional negative covenants, in addition to those applicable to the guarantors, in relation to incurring financial indebtedness and granting security.

Separately, pursuant to the terms of the Company's €500,000,000 0.95 per cent. Guaranteed Notes due 2026 (the "Notes"), the Company must ensure that, for so long as any subsidiary of the Company acts as a guarantor to the revolving facility, such subsidiary is also a guarantor of the Company's obligations under the Notes. Accordingly, upon the amendment and restatement of the Facility Agreement becoming effective, there shall be no obligation for the German Propcos to remain as guarantors under the Notes and it is intended for the German Propcos to be released as guarantors under the Notes. Unlike under the Facility Agreement, there will be no requirement for the German Propcos to re-accede to the Notes in any other capacity.

Important notices:

This announcement has been issued by and is the sole responsibility of the Company. The information contained in this announcement is for background purposes only and does not purport to be full or complete. The information in this announcement is subject to change without notice. Subject to applicable law or regulation, the issue of this announcement shall not, under any circumstances, create any implication that there has been no change in the affairs of the Company since the date of this announcement or that the information in this announcement is correct as at any time subsequent to the date of this announcement.

This announcement contains a number of "forward-looking statements". Generally, the words "will", "may", "should", "continue", "believes", "expects", "intends", "anticipates", "forecast", "plan" and "project" or in each case, their negative, or similar expressions identify forward-looking statements. Such statements reflect the relevant company's current views with respect to future events and are subject to risks, assumptions and uncertainties that could cause the actual results to differ materially from those expressed or implied in the forward-looking statements. Many of these risks, assumptions and uncertainties relate to factors that are beyond the companies' abilities to control or estimate precisely, such as future market conditions, changes in general economic and business conditions, introduction of competing products and services, lack of acceptance of new products or services and the behaviour of other market participants. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations will prove to have been correct. Shareholders should not, therefore, place undue reliance on these forward-looking statements, which speak only as of the date of this announcement. Except as required by applicable law or regulation, the Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained in this announcement to reflect any change in the Company's expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.

Jefferies, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting exclusively as sponsor for the Company in connection with this announcement and the Proposed Transactions and will not be acting for any other person, or be responsible to any other person for providing the protections afforded to Jefferies' clients or for advising any other person on the contents of this announcement or any matter, transaction or arrangement referred to herein.

A copy of the circular when published will be available from the registered office of the Company and on the Company's website at www.tritaxeurobox.co.uk. Neither the content of the Company's website nor any website accessible by hyperlinks on the Company's website is incorporated in, or forms part of, this announcement.