Strictly Private & Confidential INVESTOR PRESENTATION 12 MARCH 2013 www.britishland.com
Disclaimer This presentation has been prepared solely for preliminary discussions in relation to The British Land Company plc (“British Land”, or the “Company”) which are due to take place at proposed meetings in March 2013. For the purpose of this notice, “presentation” means this document, any oral presentation, any question and answer session and any written or oral material discussed or distributed during the presentation meetings or any presentation to which this document relates. This presentation may not be copied, distributed, reproduced or passed on, directly or indirectly, in whole or in part, or disclosed by any recipient, to any other person (whether within or outside such person’s organisation or firm) or published in whole or in part, for any purpose of under any circumstances. This presentation, which is personal to the recipient and has been issued by British Land, comprises written materials concerning the proposed placing of up to 89,674,604 new ordinary shares of 25 pence in the capital of British Land (the “Placing”). This presentation does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for, any shares in British Land, nor shall any part of it nor the fact of its distribution form part of or be relied on in connection with any contract or investment decision relating thereto, nor does it constitute a recommendation regarding the securities of British Land. This presentation is being supplied to you solely for your information. Nothing contained herein shall form the basis of any contract or commitment whatsoever. This presentation and the information contained within it may not be reproduced, distributed to any other person or published, in whole or in part, for any purpose. This presentation may contain certain confidential information that has not been publicly disclosed and that may contain material price sensitive information (including inside information). By your receipt of this presentation you recognise and accept that some or all of the information in this presentation may be “inside information” as defined in section 118C of the Financial Services and Markets Act 2000 (the “FSMA”), the Disclosure and Transparency Rules (the “DTRs”) published by the Financial Services Authority, section 56 of the Criminal Justice Act 1993 (the “CJA”), that such information is being provided to you by the Company pursuant to DTR 2.5.7G(2)(b) and that you will not: (a) deal in securities that are price-affected securities (as defined in the CJA) in relation to the inside information, encourage another person to deal in price-affected securities or disclose the information except as permitted by the CJA or before the inside information is made public; (b) deal or attempt to deal in a qualifying investment or related investment (as defined in the FSMA) on the basis of the inside information; (c) disclose the inside information to another person other than in the proper course of the exercise of your employment, profession or duties; or (d) engage in behaviour based on any inside information which would amount to market abuse for the purposes of the FSMA. Other than as set out in this disclaimer, the information in this presentation has been provided by British Land or obtained from publicly available sources. In providing this presentation, neither British Land nor its respective advisers and/or agents undertake any obligation to provide the recipient with access to any additional information or to update this presentation or any additional information or to correct any inaccuracies in any such information which may become apparent. No reliance may be placed for any purposes whatsoever on the information contained in this presentation or any other material discussed verbally or on its completeness, accuracy or fairness. Failure to comply with these restrictions may constitute a violation of applicable securities laws. By attending this presentation, you are agreeing to be bound by the foregoing restrictions and to maintain absolute confidentiality regarding the information disclosed in these materials. No representation or warranty, express or implied, is made or given by or on behalf of British Land, Morgan Stanley & Co. International Plc, UBS Limited or Goldman Sachs International (together with Morgan Stanley & Co. International Plc and UBS Limited, the “Joint Bookrunners”) or any of their respective affiliates (within the meaning of Rule 405 under the U.S. Securities Act of 1933, “Affiliates”) or any of their respective parent or subsidiary undertakings, or the subsidiary undertaking of any such parent undertakings, or any of such persons’ directors, officers or employees or any other person as to the accuracy, completeness or fairness of the information or opinions contained in this presentation or any other materials discussed orally and no liability whatsoever is accepted by British Land, the Joint Bookrunners or any of such persons’ Affiliates, any of their respective parent or subsidiary undertakings, or the subsidiary undertaking of any such parent undertakings, or any of such persons’ directors, officers or employees or any other person for any loss howsoever arising, directly or indirectly, from any use of such information or opinions or otherwise arising in connection therewith and such persons are not obliged to update any information contained in this presentation. This presentation does not purport to be all-inclusive or to contain all the information that a prospective purchaser of securities of British Land may desire or require in deciding whether or not to offer to purchase such securities or evaluating any investment in British Land. This presentation is intended to present background information on the Company, its business and the industry in which it operates and is not intended to provide complete disclosure upon which an investment decision could be made. The information in this presentation (including, without limitation, the trading update) is subject to finalisation, verification, completion and change and such information is provided as at the date of this presentation and may change materially. The contents of this presentation have not been verified by British Land or the Joint Bookrunners. Investors and prospective investors in the securities of British Land are required to make their own independent investigation and appraisal of the business and financial condition of British Land and the nature of the ordinary shares in British Land. Any decision to purchase ordinary shares in British Land should be made solely on the basis of information contained in the British Land Placing Press Announcement to be published in due course and publicly available information relating to British Land. Any prospective purchaser of securities in British Land is recommended to seek its own independent legal, tax, accounting, credit, financial and other related advice prior to making an investment. 2
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