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Result of Meetings

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO THE SAME WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION 

Brixton plc 

10 August 2009

Recommended Acquisition of Brixton plc by SEGRO plc

Result of Meetings

SCHEME MEETING

The Board of Brixton plc announces that a Scheme Meeting was held earlier today to consider and, if thought fit, approve (with or without modification) a scheme of arrangement under Part 26 of the Companies Act 2006 between Brixton plc and the Scheme Shareholders. 

The resolution was decided on a poll and the resolution proposed at the Scheme Meeting was passed. The number of votes for and against the resolution to approve the Scheme put before the Scheme Meeting were as follows: 

	Number of Brixton Shares voted	% of Brixton Shares voted	% of issued Brixton Shares eligible to vote at this meeting	Number of Brixton Shareholders	% of Brixton Shareholders voting
For	143,085,839	99.92%	52.66%	509	93.56%
Against	112,414	0.08%	0.04%	35	6.44%

GENERAL MEETING  

The Board of Brixton plc further announces that a General Meeting was held earlier today to consider a special resolution for the purpose of giving effect to the Scheme. 

The resolution was decided on a poll and the resolution proposed at the General Meeting was passed. The number of votes for and against the resolution to approve the Scheme put before the General Meeting were as follows:

	Number of Brixton Shares voted	% of Brixton Shares voted
For	141,710,890	99.84%
Against	215,591	0.16%
Vote Withheld	637,757	N/A

The indicative timetable of the remaining principal events required to implement the Scheme is currently expected to be as follows: 

21 August 2009	Last day of dealings in, and for registration of transfers of, and disablement in CREST of, Brixton Shares
21 August 2009	Scheme Record Time
24 August 2009	Court hearing to sanction the Scheme and to confirm the Capital Reduction
25 August 2009	Effective Date of the Scheme
25 August 2009	Delisting of Brixton Shares
25 August 2009	Issue of Consideration Shares
25 August 2009 at 8:00 a.m.	Admission to trading of and commencement of dealings in Consideration Shares on the London Stock Exchange
25 August 2009	Crediting of Consideration Shares to CREST accounts
8 September 2009	Latest date for despatch of share certificates in respect of Consideration Shares

Copies of the resolutions passed at the Scheme Meeting and the General Meeting have been submitted to the UK Listing Authority and will shortly be available for viewing at the UK Listing Authority's Document Viewing Facility, which is situated at: 

The Financial Services Authority
25 The North Colonnade
Canary Wharf 
London E14 5HS 

The Document Viewing Facility is open from 9.00 a.m. to 5.30 p.m. on every weekday except bank holidays. 

Capitalised terms in this announcement have the same meaning as in the Scheme Document dated 17 July 2009. 

A copy of this announcement will be available, along with further information on the Transaction, on Brixton plc's website at www.brixton.plc.uk

For further enquiries, contact:

Brixton plc

Peter Dawson, Chief Executive                     Tel: +44 (0)20 7399 4523

Steven Owen, Deputy Chief Executive           Tel: +44 (0)20 7399 4532

Duncan Lamb, Communications                     Tel: +44 (0)20 7399 4535

Citigroup Global Markets Limited

David Plowman                                            Tel: +44 (0)20 7986 4000

Andrew Forrester                        

Nomura International plc

Charles Donald                                             Tel: +44 (0)20 7102 1000

George Hartley

Nick Sanderson    

David Matheson

Citigroup Global Markets Limited, which is authorised and regulated in the United Kingdom by The Financial Services Authority, is acting exclusively for Brixton plc in relation to the matters described in this announcement and is not advising any other person and accordingly will not be responsible to any person other than Brixton plc for providing the protections afforded to the clients of Citigroup Global Markets Limited or for providing advice in relation to the matters described in this announcement.

Nomura International plc, which is authorised and regulated in the United Kingdom by The Financial Services Authority, is acting exclusively for Brixton plc in relation to the matters described in this announcement and is not advising any other person and accordingly will not be responsible to any person other than Brixton plc for providing the protections afforded to the clients of Nomura International plc or for providing advice in relation to the matters described in this announcement.

This announcement does not constitute an offer to sell or invitation to purchase any securities or the solicitation of any vote for approval in any jurisdiction, nor shall there be any sale, issue or transfer of the securities referred to in this announcement in any jurisdiction, in contravention of applicable law. The Transaction will be made solely through the Scheme Document, which was posted to Brixton Shareholders on 17 July 2009 and which contains the full terms and conditions of the Transaction.

The release, publication or distribution of this announcement in certain jurisdictions may be restricted by law. The availability of Consideration Shares under the terms of the Scheme (or, if the offer is implemented by way of an Offer, of that Offer), if made, to persons not resident in the United Kingdom may be affected by the laws of the relevant jurisdictions in which they are located. Persons who are not resident in the United Kingdom or who are subject to other jurisdictions should inform themselves of, and observe, any applicable requirements. This announcement has been prepared for the purposes of complying with English law and the City Code and the information disclosed may not be the same as that which would have been disclosed if this announcement had been prepared in accordance with the laws and regulations of any jurisdiction outside of England. 

Any person (including, without limitation, any custodian, nominee and trustee) who would, or otherwise intends to, or who may have a contractual or legal obligation to, forward this announcement and/or the Scheme Document and/or any other related document to any jurisdiction outside the UK should inform themselves of, and observe, any applicable legal or regulatory requirements of that jurisdiction.

Neither the content of Brixton plc's website nor any website accessible by hyperlinks on the Brixton plc website is incorporated in, or forms part of, this announcement.

Dealing Disclosure Requirements

Under the provisions of Rule 8.3 of the Takeover Code, if any person is, or becomes, 'interested' (directly or indirectly) in 1 per cent. or more of any class of 'relevant securities' of SEGRO plc or Brixton plc, all 'dealings' in any 'relevant securities' of SEGRO plc or Brixton plc (including by means of an option in respect of, or a derivative referenced to, any such 'relevant securities') must be publicly disclosed by no later than 3.30 p.m. (London time) on the Business Day following the date of the relevant transaction. This requirement will continue until the date on which the Scheme becomes Effective (or if implemented by way of an Offer, the Offer becomes, or is declared, unconditional as to acceptances) or otherwise lapses or is otherwise withdrawn or on which the 'offer period' otherwise ends. If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire an 'interest' in 'relevant securities' of SEGRO plc or Brixton plc, they will be deemed to be a single person for the purpose of Rule 8.3. 

Under the provisions of Rule 8.1 of the Takeover Code, all 'dealings' in 'relevant securities' of SEGRO plc or Brixton plc by SEGRO plc or Brixton plc, or by any of their respective 'associates', must be disclosed by no later than 12.00 noon (London time) on the Business Day following the date of the relevant transaction. 

A disclosure table, giving details of the companies in whose 'relevant securities' 'dealings' should be disclosed, and the number of such securities in issue, can be found on the Panel's website at www.thetakeoverpanel.org.uk. 

'Interests in securities' arise, in summary, when a person has long economic exposure, whether conditional or absolute, to changes in the price of securities. In particular, a person will be treated as having an 'interest' by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to, securities. 

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