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Proposed Equity Issue - Retail Offer

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Hammerson announces conditional retail offer of new shares to UK investors via RetailBook, part of equity fundraise for Manchester Arndale acquisition.

  • Manchester Arndale acquisition price £218 million
  • Minimum subscription per investor £250
Full announcement

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  • There is a minimum subscription of £250 per investor in the Retail Offer;
  • No commission will be charged by RetailBook on applications to the Retail Offer;
  • UK Investors that wish to receive alerts for future RetailBook transactions should sign up here: https://www.retailbook.com/investors; and
  • More information on RetailBook's partner network, how investors can participate in the Retail Offer and the expected timing of the Retail Offer can be found here: https://app.retailbook.com/offers/hammerson-plc.

The Retail Offer

Hammerson (LSE: HMSO), a UK-listed real estate investment trust that owns and manages retail-led city-centre destinations in the UK, Ireland and France, is pleased to announce a conditional retail offer of new ordinary shares in the capital of the Company ("Retail Offer Shares") via RetailBook only in the United Kingdom (the "Retail Offer"). As separately announced by the Company earlier today (the "Placing Announcement"), the Company is also conducting a non-pre-emptive placing of new ordinary shares to institutional investors (the "Placing Shares"), comprising UK Placing Shares and SA Placing Shares (as defined in the Placing Announcement by way of an accelerated bookbuilding process (the "Placing") and certain directors of the Company, including the Chief Executive Officer and Chief Financial Officer, have agreed, conditional on the Placing, to subscribe for new ordinary shares (the "Subscription Shares"), in each case at the Placing Price (the "Subscription", together with the Placing and Retail Offer, the "Equity Issue") as announced by the Company earlier today. For the avoidance of doubt, the Retail Offer is not part of the Placing or the Subscription.

Hammerson has separately completed an acquisition to acquire a 50% interest in Manchester Arndale (the "Acquisition") from Palma Arndale BidCo Limited for a headline price of £218 million.

The issue price of the new ordinary shares to be issued pursuant to the Retail Offer will be equal to the issue price for the Placing Shares (and the Subscription Shares) and will be determined following the close of the bookbuilding process (the "Issue Price").

The Retail Offer is conditional on the UK Placing Shares to be issued pursuant to the Placing being admitted to trading on the main market for listed securities of London Stock Exchange plc ("Admission"). Admission is expected to take place at 8:00 a.m. (London time) on 4 August 2026 (or such later time and/or date as the Banks (as defined in the Placing Announcement) may agree with the Company).

As set out in the Placing Announcement, approval to inward list all of the Placing Shares, Retail Offer Shares and Subscription Shares on the Main Board of the securities exchange operated by the JSE Limited (the "JSE") from the Financial Surveillance Department of the South African Reserve Bank ("SARB Approval") has not yet been obtained. The application for SARB Approval was submitted on 19 June 2026 by Investec in its capacity as the Company's Authorised Dealer. SARB Approval is at the discretion of the Financial Surveillance Department of the South African Reserve Bank and it is expected that confirmation as to whether SARB Approval has been obtained will be known no later than the end of August. Accordingly, transfers of the Company's ordinary shares, and, following First Admission (as defined in the Placing Announcement), transfers of any UK Placing Shares, Retail Offer Shares and Subscription Shares between the London Stock Exchange and the Johannesburg Stock Exchange will be suspended from today until Second Admission (as defined in the Placing Announcement).

Subject to receipt of SARB Approval, applications will be made for the Retail Offer Shares to be admitted to listing and trading as a secondary inward listing on the Main Board of the JSE. Further announcements will be made by the Company at the appropriate time, as and when required.

The Retail Offer will not be completed without the Placing also being completed.

The Company will use the net proceeds of the Equity Issue to part fund the consideration for the Acquisition.

Reason for the Retail Offer

The Retail Offer is only open to eligible investors resident and physically located in the United Kingdom following release of this announcement. The Retail Offer is expected to close at the same time as the Placing and may close earlier at the discretion of the Company or if it is oversubscribed.

Investors can participate through RetailBook's partner network of investment platforms, retail brokers and wealth managers, subject to such partners' participation. More information on RetailBook's partner network can be found here: https://app.retailbook.com/offers/hammerson-plc.

Eligibility for the Retail Offer

The Retail Offer is only available to eligible new investors and existing shareholders of the Company resident and physically located in the United Kingdom. To be eligible to participate in the Retail Offer, applicants must be a customer of a participating partner.

Some partners may only accept applications from existing shareholders and/or existing customers.

There is a minimum subscription of £250 per investor. The terms and conditions on which investors subscribe will be provided by the relevant financial intermediaries including relevant commission or fee charges. Note, no commission will be charged to investors by RetailBook in connection with the Retail Offer.

Investors should also note that the Retail Offer will remain open alongside a live share price and the market price of the Retail Offer Shares may be less than the Issue Price.

It should be noted that a subscription for Retail Offer Shares and any investment in the Company carry a number of risks. Investors should take independent advice from a person experienced in advising on investment in securities such as the Retail Offer Shares if they are in any doubt.

Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.

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