SIR.L Regulatory News (SIR)

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES OF AMERICA (INCLUDING ITS TERRITORIES AND POSSESSIONS AND ANY STATE OF THE UNITED STATES OF AMERICA AND THE DISTRICT OF COLUMBIA AND ANY OTHER AREA SUBJECT TO ITS JURISDICTION), CANADA, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA, JAPAN, OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.

5 June 2014

Secure Income REIT Plc

(the 'Company')

ADMISSION TO TRADING ON AIM AND PLACING

Secure Income REIT Plc, a newly created specialist long term income UK REIT, announces that its entire issued share capital was this morning admitted to trading on AIM, a market of the London Stock Exchange, and that it has raised £15 million before expenses through a placing of 8,620,689 new Ordinary Shares in the Company at 174 pence per share (the "Placing").

On admission, the Company has 168,443,754 Ordinary Shares in issue (including the Placing shares) and the market capitalisation of the Company is £293 million at the Placing price. Dealings in the Company's shares commenced at 8.00 am today under the ticker SIR.

Highlights

HIGH QUALITY PORTFOLIO AND INVESTMENT STRATEGY FOCUSED ON SECURE INCOME RETURNS

· Secure Income REIT Plc is a UK REIT specialising 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. The Board has a firm intention to build on the initial portfolio to create a balanced, diversified portfolio of long term asset backed income streams.

· The Company owns a freehold portfolio (the "Portfolio") of 28 well established, key operating real estate assets independently valued at circa.£1.46 billion as at 30 April 2014, reflecting a yield of 6.1 per cent. after completion of the 2014 rent reviews in July. The Portfolio includes some of the UK's top visitor attractions and theme parks namely Madame Tussauds in London, Alton Towers theme park and hotel, Thorpe Park and Warwick Castle, as well as 21 private hospitals in the UK. The Company has a pro forma EPRA NAV at admission of £289 million or 172 pence per share.

· 98 per cent. of the Group's rental income is guaranteed by financially strong, substantial global businesses with Merlin Entertainments plc and Ramsay Health Care Limited each accounting for 49 per cent. of rental income on the Portfolio, which currently amounts to £92.4 million per annum. All leases have annual upwards only rental uplifts throughout the lease term. The weighted average unexpired lease term of the Portfolio is 25 years, very significantly in excess of the average in the UK market today of less than six years.

· The Board aims to deliver attractive, risk-adjusted total returns to shareholders alongside its ambition to create a substantial diversified specialist long term income REIT. Throughout this process, the directors' intention is to exercise strong capital discipline and use equity prudently to enhance returns for all shareholders, including through limiting the scale of the Placing rather than raising 'blind pool' funds.

STRONG AND ALIGNED MANAGEMENT TEAM AND BOARD

· The Company will be externally managed by Prestbury Investments LLP, a management team comprising Nick Leslau, Mike Brown, Sandy Gumm, Tim Evans and Ben Walford, which has been responsible for a series of highly successful property investment businesses over more than 25 years, including, most recently, Max Property Group Plc (AIM: MAXP).

· The Prestbury Group will own approximately £75 million of shares in the Company at the Placing price or approximately 26 per cent. of the issued share capital of the Company on admission, including some 8 per cent. of the Placing shares subscribed for at the Placing price, strongly aligning their interests with those of all shareholders.

· The Company also boasts an outstanding, experienced non-executive Board chaired by Martin Moore (CEO of M&G Real Estate Limited (previously Prudential Property Investment Managers Limited) from 1996 to 2012 and past President of the British Property Federation), with three further independent Directors comprising Leslie Ferrar (currently non-executive Chairman of The Risk Advisory Group and a non-executive member of the HMRC Risk and Audit Committee), Jonathan Lane (Senior Adviser to Morgan Stanley and Chairman of EMEA Real Estate Investment Banking) and Ian Marcus (Chairman of the Bank of England's Commercial Property Forum and former Managing Director and Chairman of Credit Suisse's European Real Estate Investment Banking division). Three members of the Prestbury Team (Nick Leslau, Mike Brown and Sandy Gumm) will also be on the Board.

PLACING STATISTICS AND USE OF PROCEEDS

Martin Moore, Chairman of Secure Income REIT plc, commented:

"The admission to AIM of a new, specialist, long term income REIT offering protection against inflation and seeded by a circa. £1.46 billion portfolio of high quality assets generating very long term income from exceptional tenants is hugely exciting. Collectively the Prestbury management team has delivered over 25 years of significant market outperformance and, with a 26 per cent. shareholding, is very closely aligned with investors in creating a substantial business over the coming years."

Nick Leslau, Chairman of Prestbury Investments added:

"The opportunities we have identified in the current markets to take advantage of investors' growing requirement for secure income streams present a clear and compelling rationale to launch what we believe will become the UK's leading REIT specialising in long term index linked rental income. Our established high quality portfolio, together with the experience and calibre of our non-executive Board and extended network of contacts, gives us a very strong foundation from which to build a sizeable and balanced portfolio that will deliver attractive returns for our shareholders."

For further information:

SECURE INCOME REIT PLC - Further information

Investment Policy and Strategy

The Company will invest in long term, secure income streams from real estate investments. A long term income stream is considered to be one with (or a portfolio with) a weighted average term to maturity at acquisition in excess of 15 years.

A striking feature of the UK real estate market over the past 20 years has been the clear reduction in income security caused by a marked decline in the average term to the first lease break or expiry. There are no significant UK REITs specialising only in long leases across a range of property sectors. Against this backdrop and mindful of the growing requirement amongst investors for long-term, safe income flows, the Board aims to fill this gap and build a substantial diversified long term income portfolio.

On admission, the Portfolio is considered by the Board to offer attractive geared returns from high quality real estate, with financially strong tenants operating with well established brands in industry sectors with robust defensive characteristics. The Board proposes to build on this solid foundation by seeking to:

· diversify sources of income and enhance prospects for attractive total returns through acquisitions;

· extend the maturity profile of the Company's debt through efficient use of capital in refinancing the existing debt in due course; and

· ultimately reduce overall leverage in order to enhance income returns for investors.

The Board believes that it will be able to seek acquisition opportunities from a range of sources including:

· lenders seeking exits, in particular including those where costs relating to legacy debt and hedging structures have to be addressed;

· operating businesses seeking efficient funding options through property disposals;

· assets within non-REIT structures where the seller's capital gains tax issues prevent an exit without triggering excessive tax, but where the Company's REIT structure creates a competitive pricing advantage over non-REITs; and

· opportunities where the Company's listed status can be used to structure share for share transactions and to access effective refinancing strategies for portfolios acquired together with the associated debt.

Reason for admission

The Board believes that the listing will provide the Company access to the widest and deepest pools of capital for its expansion and financing ambitions. Furthermore, the REIT regime, which is the dominant form of public investment in UK real estate and which offers a tax efficient structure for investors, requires that the shares of the Company be listed.

The Board considers that a listing on AIM should offer shareholders appropriate levels of liquidity within a regulatory environment where transactions, including share issues, can be effected in a timely and cost effective way. In implementing the investment strategy, share issues or share for share transactions could be an important part of the Company's resources, providing firepower for growth not available to private companies.

The net proceeds will be used for general corporate purposes including the operational expenses of the business.

Dividend

The Board does not currently anticipate distributing a material dividend until after the approval of the accounts for the year to 31 December 2016.

The Portfolio

The Board considers that the Portfolio offers investors access to attractive geared returns from assets with secure, long term income derived from tenants whose businesses offer global spread and which have performed very well over many years, even through the recent recession, demonstrating their strong defensive qualities.

The Board considers these businesses to be particularly attractive given their resilient trading through the recent recession, the broad spread of their own sources of income and profitability and the barriers to entry in their respective markets.

Healthcare Portfolio

The healthcare portfolio comprises 20 private hospitals let to a subsidiary of Ramsay Health Care Limited, the ASX listed Australian private healthcare group, and one psychiatric hospital in London let to Sweden's Capio healthcare group. The private hospitals let to Ramsay comprise 96 per cent. of the Healthcare Portfolio rent and open market value and approximately half of total Portfolio rent and value.

The healthcare assets have been independently valued as at 30 April 2014 at £727.5 million and currently produce £47.8 million per annum of rental income. The rental income increases by a minimum of 2.75 per cent. per annum throughout the lease term, every May. Every five years, commencing in May 2017, the landlord has the option to review the rent to the higher of 2.75 per cent. per annum compound and open market rental value.

The unexpired lease term of all of the healthcare leases is 23 years and there are no break options in the leases.

Leisure Portfolio

The leisure portfolio comprises five well known visitor attractions and two hotels, let to subsidiaries of Merlin Entertainments Plc and guaranteed by Merlin Entertainments Plc itself. The leisure assets are independently valued at £729.5 million as at 30 April 2014 and currently produce £44.6 million per annum of rental income, estimated to increase to £45.8 million per annum assuming the same RPI uplift as estimated by the independent valuers at 2.6 per cent. to April 2014 and taking the German rents (12 per cent. of total leisure rents) at a constant exchange rate of €1:£0.82.

The visitor attractions account for 88 per cent. and the hotels account for 12 per cent. of leisure portfolio rents. The UK leisure portfolio represents 88 per cent. of the leisure portfolio rental income and 91 per cent. of leisure portfolio value, and comprises Madame Tussauds on Baker Street, London; Alton Towers theme park; Alton Towers hotel; Warwick Castle; and Thorpe Park. The German assets comprise Heide Park theme park, the largest theme park in northern Germany, and its associated hotel, in Soltau, Saxony.

The average unexpired lease term of the leisure assets is 28 years and there are no break options in the leases. The tenant has two rights to renew these leases for 35 years at the end of each term.

History and background

Since 2007, the Portfolio has been held in separate sub-groups under common ownership by Prestbury 1 LP, a private investment business established in July 2006 and managed by its general partner, which is a wholly owned subsidiary of Prestbury.

The total return from the Portfolios from acquisition in mid-2007 until the 30 April 2014 valuation equated to an average of 7.6 per cent. per annum whereas the IPD index over a similar period from June 2007 to March 2014 equated to an average return of 1.1 per cent. per annum.

A flotation and conversion to REIT status has always been one of the existing investors' preferred options for the Portfolio. All of the existing investors or their affiliates have, as limited partners in Prestbury 1 LP, been investors in the Portfolio since its acquisition in 2007. The existing investors comprise entities controlled by Prestbury Investment Holdings Limited (a company in which Nick Leslau has a significant influence), Sir Tom Hunter's West Coast Capital and a subsidiary of Lloyds Banking Group which had been established to make equity investments, each of which holds a 26.7 per cent. partnership interest, and three private investors each with a 6.7 per cent. interest. The Existing Investors wish to remain invested in the Portfolio at present and have therefore ruled out a sale of the Portfolio. They consider that the creation of a UK REIT structure to hold the assets, enhance options for refinancing the secured debt and grow by way of acquisition of additional long term income streams represents an excellent holding structure for these assets.

The Board

Martin Moore(Independent Non-Executive Chairman)

Martin Moore, MRICS, is a chartered surveyor who served as the CEO of M&G Real Estate Limited (previously Prudential Property Investment Managers Limited) from 1996 to 2012. During that time, he ran the team and was responsible for setting strategy that grew the business in the UK and led to the establishment of platforms in North America, Continental Europe and Asia. He retired as Chairman of M&G Real Estate in 2013. He is a past President and board member of the British Property Federation, a past Chairman of the Investment Property Forum and was a Commissioner of The Crown Estate for eight years to 2011. Today he is a senior adviser to KKR and an independent non-executive director of MEPC Ltd, F&C Commercial Property Trust Ltd and of the M&G Asia Property Fund. Martin has been appointed as an independent Non-executive Director of SEGRO plc with effect from 1 July 2014. He is also a Commissioner of English Heritage and a Trustee of the Guildhall School Trust.

Leslie Ferrar (Independent Non-Executive Director, Audit Committee Chair)

Leslie Ferrar, 58, CVO, FCA, BSc, served as treasurer to TRH The Prince of Wales and Duchess of Cornwall from January 2005 until July 2012. She is currently non-executive Chairman of The Risk Advisory Group, a non-executive Director of Penna Consulting Plc and is a non-executive member of the HMRC Risk and Audit Committee and a member of the Audit Committee for the Sovereign Grant. She is a qualified Chartered Accountant and trained at KPMG where she was appointed partner in 1988, a position she held for 17 years. During that time she led the firm's international expatriate practice and was a member of the international board that ran the global tax practice.

Jonathan Lane (Independent Non-executive Director, Chairman of the Nominations Committee)

Jonathan Lane, 56, MA, is a Senior Adviser to Morgan Stanley and Chairman of EMEA Real Estate Investment Banking (REIB). He joined Morgan Stanley in 1999 where he served as Managing Director and co-head of REIB. Jonathan has been a non-executive director of real estate group Songbird Estates Plc since August 2008, a non-executive director of Grosvenor Liverpool Limited since 2009 and on the Advisory Board of Resolution Property Advisors since 2010. He is a member of the Policy Committee of the British Property Federation, a member of the Bank of England's Commercial Property Forum and was formerly a member of the UK Government's Property Unit Advisory Panel. He holds a masters degree in Biochemistry from the University of Oxford and is a member of the Advisory Board of the University's Oxford Programme for the Future of Cities.

Ian Marcus (Independent Non-executive Director, Senior Independent Director, Chairman of the Remuneration Committee)

Ian Marcus, 55, MA, FRICS, is Chairman of the Bank of England's Commercial Property Forum. He joined Credit Suisse in 1999 to establish the Real Estate Group and became Managing Director and Chairman of its European Real Estate Investment Banking division. He was responsible for leading the bank's property related activities across its asset management, private banking and investment banking businesses. Ian is also a member of the Real Estate Advisory Board of the Department of Land Economy at the University of Cambridge, a Senior Adviser to Eastdil Secured and Wells Fargo Securities, Chairman of The Prince's Regeneration Trust and a member of Redevco's Advisory Board. He is past president of the British Property Federation, a past Chairman of the Investment Property Forum and has been a Non-Executive Director of The Crown Estate since January 2012.

Nick Leslau

Nick Leslau, 54, BSc (Hons) Est Man, FRICS, is the Chairman of Prestbury Investments LLP and will be a Non-executive Director of the Company. He is a chartered surveyor who has been Chairman and Chief Executive of Prestbury Investment Holdings Limited since it commenced business in October 2000 and Chairman of Prestbury Investments LLP since its establishment in 2006. He was Chief Executive of Burford Holdings Plc for approximately ten years, during which period the company delivered some 34 per cent. per annum compound NAV per share growth. After his resignation from the board of Burford in 1997, he became Group Chairman and Chief Executive of Prestbury Group Plc on 1 January 1998. He has sat on many quoted and unquoted company boards including, most recently, Max Property Group Plc, and is a Member of the Bank of England Property Forum.

Mike Brown

Mike Brown, 53, BSc (Land Man) MRICS, is Chief Executive Officer of Prestbury Investments LLP and will be a Non-executive Director of the Company. A chartered surveyor with over 30 years' experience, he joined Prestbury in 2009, at the time of the flotation of Max Property Group Plc, a limited life opportunity fund which came to the end of its investment period on 27 May 2014. Previously he was a deputy Chief Executive of Helical Bar Plc and a board member of the Investment Property Forum. Helical Bar plc was one of the best performing companies in the quoted real estate sector from 1998 to 2009 and Mike was responsible for all of Helical Bar's investment and trading activities during this time. From 1992 to 1997 he was a director of Threadneedle Property Fund Managers, running its then largest fund.

Sandy Gumm

Sandy Gumm, 47, BEc, CA (Australia) is Prestbury's Chief Operating Officer and will be a Non-executive Director of the Company. She is an Australian-qualified chartered accountant of over 23 years' standing. She trained at KPMG in Sydney and worked for nine years at KPMG in Sydney and London, leaving to become Group Financial Controller of Burford Holdings Plc in December 1995. She was appointed Finance Director of Prestbury Group Plc on 2 December 1997. She was Finance Director of Prestbury Investment Holdings Limited when it commenced business in October 2000 until 5 July 2007 when she was appointed Chief Operating Officer.

NOTES TO EDITORS

The real estate assets of the Group comprise the healthcare portfolio and the leisure portfolio. The Portfolio valuation is analysed between the two portfolios as follows:

The July 2014 yields are calculated on the basis of the rents following the completion of the 2014 rental uplift cycle. These are fixed at 2.75 per cent. for healthcare on 3 May 2014 and 3.34 per cent. for German leisure assets on 30 July 2014. The UK leisure reviews occur on 25 June 2014 and are linked to RPI uplifts from April 2013 to April 2014, which CBRE have assumed for the purposes of their valuation to be 2.6 per cent., using Oxford Economics as a source for this estimate of RPI.

Over half of the Group's assets by value are in London and the South East.

Disclaimer:

This document is issued by Secure Income REIT Plc and relates only to shares issued by it. This document does not constitute or form part of, and should not be construed as, an offer or inducement to engage in any investment activity. Past performance cannot be relied on as a guide to future performance.

The distribution of this document and the offer of the Shares in certain jurisdictions may be restricted by law. Accordingly, neither this announcement nor the Admission Document nor any other offering material may be distributed or published in any jurisdiction except under circumstances that will result in compliance with any applicable laws and regulations. Any failure to comply with these restrictions may constitute a violation of the securities law of any such jurisdictions.

This document does not constitute an offer to sell, or the solicitation of an offer to subscribe for or buy, Shares in any jurisdiction and is not for distribution in or into the United States, Australia, Canada, the Republic of South Africa or Japan. In particular, the Shares have not been and will not be registered under the Securities Act, under the applicable state securities laws of the United States or under the applicable securities laws of Australia, Canada, the Republic of South Africa or Japan and, subject to certain exceptions, may not be offered or sold directly, or indirectly, in or into the United States, Australia, Canada, the Republic of Ireland, the Republic of South Africa or Japan, or to or for the account or benefit of US Persons, or any person resident in Australia, Canada, the Republic of South Africa or Japan.

This document includes statements that are, or may be deemed to be, forward-looking statements. These forward-looking statements can be identified by the use of forward-looking terminology, including the terms ''believes'', ''estimates'', ''anticipates'', ''expects'', ''intends'', ''may'', ''will ''or''should'' or, in each case, their negative or other variations or comparable terminology. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Forward-looking statements are not guarantees of future performance. The Company's actual investment performance, results of operations, financial condition, liquidity, dividend policy and the development of its strategies may differ materially from the impression created by the forward-looking statements contained in this document.

The information in this announcement speaks only as at the date of this announcement. Subject to its legal and regulatory obligations (including under the AIM Rules), the Company expressly disclaims any obligations to update or revise any statement contained herein.

Oriel Securities, which is regulated by the FCA, is acting as broker and nominated adviser to the Company and for no one else in connection with the matters described herein. Its responsibilities as the Company's nominated adviser under the AIM Rules are owed solely to London Stock Exchange plc and are not owed to the Company or to any Director or to any other person in respect of any decision to acquire shares in the Company. Oriel Securities is acting for the Company in relation to Admission and the Placing and no one else and will not be responsible to anyone other than the Company for providing the protections afforded to its clients, nor for providing advice in relation to Admission or the Placing, the contents of this announcement or any transaction or arrangement referred to herein. Apart from the responsibilities and liabilities if any, which may be imposed on Oriel Securities by the FSMA or the regulatory regime established thereunder, Oriel Securities does not accept any responsibility whatsoever for the contents of this announcement (or the omission of any information in it) or for any other statement made or purported to be made by it, or on its behalf, in connection with the Company, the Shares or the Placing. Oriel Securities accordingly disclaims all and any liability whether arising in tort, contract or otherwise (to the fullest extent permissible by law and save as referred to above), which it might otherwise have in respect of this announcement or any such statement.