THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt as to what action you should take you are recommended to seek your own financial advice immediately from an independent financial adviser who specialises in advising on shares or other securities and who is authorised under the Financial Services and Markets Act 2000 (as amended) ("FSMA") or, if you are not resident in the UK, from another appropriately authorised independent financial adviser in your own jurisdiction.

This document (the "Supplement") supplements the registration document of LXi REIT plc (the "Company") dated 18 February 2021 (the "Registration Document") and has been prepared in accordance with paragraph 2.2.2 of the Prospectus Regulation Rules of the Financial Conduct Authority ("FCA") made pursuant to section 73A of FSMA.

This Supplement has been approved by the FCA under the UK Prospectus Regulation. The FCA only approves this Supplement as meeting the standards of completeness, comprehensibility and consistency imposed by the UK Prospectus Regulation. Such approval should not be considered as an endorsement of the issuer that is the subject of this Supplement.

This Supplement is supplemental to the Registration Document. Except as expressly stated herein, or unless the context otherwise requires, the definitions used or referred to in the Registration Document also apply in this Supplement.

The Registration Document and this Supplement, together with the Securities Note and Summary dated 20 January 2022, comprise a prospectus relating to the Company prepared in accordance with the Prospectus Regulation Rules of the FCA made pursuant to section 73A of FSMA (the "Prospectus"). The Registration Document and this Supplement are to be read in conjunction with the Summary and Securities Note and all information which is deemed to be incorporated by reference therein.

Neither this Supplement nor any other component of the Prospectus constitutes, or intends to constitute, a "registered prospectus" or an "advertisement", as contemplated by the South African Companies Act No. 71 of 2008, as amended (the "South African Companies Act") and neither this Supplement nor any other component of the Prospectus has been filed with the Companies and Intellectual Property Commission (the "CIPC") in respect of the Subsequent Issue. As a result, neither this Supplement nor any other component of the Prospectus complies with the substance and form requirements for a prospectus set out in the South African Companies Act and the South African Companies Regulations of 2011, or has been approved by, and/or registered with, the CIPC.

The Company and each of the Directors, whose names appear on page 10 of this Supplement, accept responsibility for the information contained in this Supplement. To the best of the knowledge of the Company and the Directors, the information contained in this Supplement is in accordance with the facts and the Supplement makes no omission likely to affect its import.

LXi REIT PLC

(Incorporated in England and Wales with company number 10535081 and registered as an investment company under section 833 of the Companies Act 2006)

SUPPLEMENT TO THE REGISTRATION DOCUMENT

Investment Advisor
LXi REIT Advisors Limited

AIFM
Alvarium Fund Managers (UK) Limited

Sponsor, Joint Global Co-ordinator, Joint Broker, Joint Bookrunner and Intermediaries Offer Adviser
Peel Hunt LLP

Joint Broker, Joint Global Co-ordinator and Joint Bookrunner Jefferies

Joint Global Co-ordinator and Joint Bookrunner Alvarium Securities Limited

Each of Peel Hunt LLP ("Peel Hunt"), Alvarium Securities Limited ("Alvarium Securities"), Jefferies International Limited, each of which is authorised and regulated in the United Kingdom by the FCA, and Jefferies GmbH, registered in Germany and authorised and regulated by the Bundesanstalt für Finanzdienstleistungsaufsicht (together, Jefferies International Limited and Jefferies GmbH, being "Jefferies"), is acting exclusively for the Company and for no-one else and will not regard any other person (whether or not a recipient of this Supplement or any other component of the Prospectus) as its client and will not be responsible to anyone other than the Company for providing the protections afforded to its clients or for providing advice in connection with the Share Issuance Programme (including the Subsequent Issue), any Admission and the other arrangements referred to in the Prospectus (including this Supplement). In South Africa, Peel Hunt holds an exemption from the licensing requirement of the Financial Advisory and Intermediary Services Act No. 37 of 2002, as amended ("FAIS Act") and therefore, it is not regulated in the Republic of South Africa.

Apart from the responsibilities and liabilities, if any, which may be imposed on Peel Hunt, Jefferies or Alvarium Securities by the FCA under FSMA or the regulatory regime established thereunder, or under the regulatory regime of any other jurisdiction where exclusion of liability under the relevant regulatory regime would be illegal, void or unenforceable, none of Peel Hunt, Jefferies or Alvarium Securities, nor any person affiliated with them, assumes any responsibility whatsoever and makes no representation or warranty, express or implied, as to the contents of the Prospectus (including this Supplement) or for any other statement made or purported to be made by Peel Hunt, Jefferies, Alvarium Securities, or on their behalf, the Company or any other person in connection with the Company, the New Ordinary Shares, the Share Issuance Programme (including the Subsequent Issue) or any Admission and nothing contained in the Prospectus (including this Supplement) is or shall be relied upon as a promise or representation in this respect, whether as to the past or future. None of Peel Hunt, Jefferies or Alvarium Securities (together with their respective affiliates) assumes any responsibility for the accuracy, completeness or verification of the Prospectus (including this Supplement) and accordingly each of them disclaims, to the fullest extent permitted by applicable law, any and all liability whether arising in tort, contract or otherwise which it might otherwise be found to have in respect of the Prospectus (including this Supplement) or any such statement.

Prospective investors under the Subsequent Issue should rely only on the information contained in the Prospectus (including this Supplement). No person has been authorised to give any information or make any representations other than those contained in the Prospectus (including this Supplement) and, if given or made, such information or representations must not be relied upon as having been so authorised by the Company, the AIFM, the Investment Advisor, Peel Hunt, Jefferies or Alvarium Securities, or any of their respective affiliates, officers, directors, employees or agents. Without prejudice to the Company's obligations under the UK Prospectus Regulation, the Prospectus Regulation Rules, the Listing Rules, the UK Market Abuse Regulation and the Disclosure Guidance and Transparency Rules neither the delivery of this Supplement nor any subscription for or purchase of New Ordinary Shares made pursuant to the Subsequent Issue shall, under any circumstances, create any implication that there has been no change in the affairs of the Company since, or that the information contained herein is correct at any time subsequent to, the date of this Supplement.

The information contained in this Supplement and other components of the Prospectus constitutes factual information as contemplated in section 1(3)(a) of the FAIS Act. Neither this Supplement nor any other component of the Prospectus is intended to be or constitutes: (i) a solicitation for investments from members of the South African public in terms of the South African Collective Investment Schemes Control Act No. 45 of 2002; or (ii) an express or implied recommendation, guide or proposal that any particular transaction in relation to the business or future investments of the Company is appropriate to the particular investment objectives, financial situation or needs of a prospective investor.

The New Ordinary Shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the "US Securities Act"), or with any securities regulatory authority of any state or other jurisdiction of the United States, and may not be offered or sold into or within the United States, except pursuant to an exemption from the registration requirements of the US Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction in the United States. Outside the United States, the New Ordinary Shares may be sold pursuant to Regulation S under the US Securities Act ("Regulation S").

Neither the US Securities and Exchange Commission nor any US state securities commission has approved or disapproved of these securities or determined if this document is truthful or complete. Any representation to the contrary is a US criminal offence.

In South Africa, only qualifying investors who fall within the ambit of: (i) sections 96(1(a) or (b) of the South African Companies Act may subscribe for the New Ordinary Shares pursuant to the Subsequent Placing, the Offer for Subscription and the Intermediaries Offer; and (ii) sections 96(1(a), (b) or (c) of the South African Companies Act may subscribe for the New Ordinary Shares pursuant to the Open Offer.

Neither this Supplement nor any other component of the Prospectus constitutes an offer to sell, or the solicitation of an offer to acquire or subscribe for, New Ordinary Shares in any jurisdiction where such offer or solicitation is unlawful or would impose any unfulfilled registration, qualification, publication or approval requirements on the Company, Peel Hunt, Jefferies or Alvarium Securities. The offer and sale of New Ordinary Shares has not been and will not be registered under the applicable securities law of Canada, Japan, Australia, Singapore or the Republic of South Africa. Subject to certain exemptions, the New Ordinary Shares may not be offered to or sold within Canada, Japan, Australia, Singapore or the Republic of South Africa or to any national, resident or citizen of Canada, Japan, Australia, Singapore or the Republic of South Africa. None of the Company, Peel Hunt, Jefferies or Alvarium Securities, or any of their respective representatives, is making any representation to any offeree or purchaser of the New Ordinary Shares regarding the legality of an investment in the New Ordinary Shares by such offeree or purchaser under the laws applicable to such offeree or purchaser. Each investor should consult with his or her own advisors as to the legal, tax, business, financial and related aspects of a purchase of the New Ordinary Shares. Neither this Supplement nor any other component of the Prospectus is intended to be or constitutes an express or implied recommendation, guide or proposal that any particular transaction in relation to the business or future investments of the Company is appropriate to the particular investment objectives, financial situation or needs of a prospective investor.

Copies of the Prospectus (including this Supplement) will be available on the Company's website and the National Storage Mechanism of the FCA at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

20 January 2022

PART 1

SUPPLEMENT TO THE REGISTRATION DOCUMENT

This Supplement constitutes a supplement to the Registration Document for the purposes of Article 10(1) of the UK Prospectus Regulation and has been published in connection with the Subsequent Issue. The Subsequent Issue is being carried out under the Share Issuance Programme established by the Company in March 2021.

The Registration Document was published on 18 February 2021 and is valid for a period of 12 months following its publication. Save for the information in this Supplement (and save in circumstances where the Company is obliged to publish a supplementary prospectus) the Registration Document has not been, and will not be, updated.

PIPELINE AND DEPLOYMENT OF NET ISSUE PROCEEDS

Following the completion of the Initial Issue in March 2021, paragraph 4 of Part 2 of the Registration Document (Pipeline) is no longer relevant and should be disregarded for the purposes of the Subsequent Issue. Investors are instead referred to paragraph 3 of Part 1 of the Securities Note, which contains information on the current pipeline of investment opportunities.

Similarly, the risk factor headed "The Company may face delays in deployment of the Net Issue Proceeds" in the "Risk Factors" section of the Registration Document shall be amended as follows:

References to the "Net Issue Proceeds" should, for the purposes of the Subsequent Issue, be read as references to the "Net Proceeds of the Subsequent Issue" (as defined in Part 3 of this Supplement).
For the purposes of the Subsequent Issue, the second paragraph shall be replaced with the following wording:

"Although the Company, acting on advice from the Investment Advisor, has identified a number of available properties that are consistent with its investment objective and policy (details of which are set out in paragraph 3 of part 1 of the Securities Note), for the majority of these deals the Company currently has no binding contractual obligations with potential vendors and there can be no certainty that the Company will be able to acquire these or other properties on acceptable terms or at all. The past performance of the Investment Advisor in terms of the speed of deployment of the equity and debt raised on and since the Company's IPO cannot be taken as an indication of the speed of deployment of the Net Issue Proceeds of the Subsequent Issue."

FINANCIAL INFORMATION

On 19 May 2021, the Group published its annual report and audited accounts for the financial year ended 31 March 2021 (the "2021 Annual Report and Accounts") and, on 24 November 2021, the Group published its unaudited interim accounts of the Group for the six months ended 30 September 2021 (the "2021 Interim Report").

By virtue of this Supplement, the parts of the 2021 Annual Report and Accounts and the 2021 Interim Report referenced in this Supplement are incorporated into, and form part of, the Registration Document. The parts of the 2021 Annual Report and Accounts and the 2021 Interim Report not referenced in this Supplement are either not relevant for investors or are covered elsewhere in the Prospectus. To the extent that any part of the 2021 Annual Report and Accounts or 2021 Interim Report that is incorporated into the Prospectus by reference itself contains information that is incorporated by reference, such information shall not form part of the Prospectus.

Historical financial information incorporated by reference

Historical financial information relating to the Group on the matters referred to below is included in the 2021 Annual Report and Accounts and the 2021 Interim Report as set out in the table below and is expressly incorporated by reference into this Supplement and Part 6 of the Registration Document.

Nature of information	2021 Interim Report (page no(s))	2021 Annual Report and Accounts (page no(s))
Highlights	2-3	2-4
Chairman's Statement	4-6	6-7
Investment Advisor's Report	7-16	8-12
Climate risk strategy report	–	13-17
Environmental, social and governance	18-25	–
Property portfolio	26	19
Key performance indicators	28-29	25
EPRA performance measures	30	26
Directors' Report	–	35-37
Independent Auditor's Report	–	53-58
Independent Review Report	33	1
Consolidated Statement of Comprehensive Income	34	60
Consolidated Statement of Financial Position	35	61
Consolidated Statement of Changes in Equity	36-37	62
Consolidated Cash Flow Statement	38	63
Notes to the Consolidated Financial Statements	39-67	64-86
Company Statement of Financial Position	–	87
Company Statement of Changes in Equity	–	88
Notes to the Company Financial Statements	–	89-92
Notes to the EPRA and alternative performance measures	68	94

The 2021 Annual Report and Accounts have been prepared in accordance with IFRS and were audited by BDO LLP, whose report was unqualified. BDO LLP is a member firm of the Institute of Chartered Accountants in England and Wales.

3. SIGNIFICANT CHANGE

Save as disclosed below, there has been no significant change in the financial position of the Group since 30 September 2021, being the end of the last financial period for which interim financial information has been published.

The significant changes since 30 September 2021 comprise:

Dividends

On 30 December 2021, the Company paid an interim quarterly dividend of 1.5 pence per Ordinary Share in respect of the quarter ended 30 September 2021 to Shareholders on the register at 3 December 2021.
On 10 January 2022, the Company announced an annual dividend target for the year ending 31 March 2023 of 6.3 pence per Ordinary Share in aggregate, paid on a quarterly basis in cash, by way of four equal dividends.

Acquisitions and disposals

On 20 December 2021, the Group unconditionally exchanged on the acquisition of 3 petrol station and convenience stores let to Co-Op in Norwich, Sheffield and Washington with a completion due on 28 February 2022. The price reflects £11.74 million, reflecting a 4.8 per cent. net initial yield.
On 4 January 2022, the Group completed the acquisition of a Sainsbury's anchored scheme in Middlehaven, Middlesbrough. The consideration for the acquisition comprised 35,715,862 Ordinary Shares, which were issued to the seller at an issue price of 145 pence per share, and £7.0 million of cash. The consideration represents a 4.9 per cent. net initial yield.
On 11 November 2021, the Group sold the parade of shops that was originally acquired ancillary to the Co-op portfolio purchased in 2020, generating proceeds of £0.6 million and reflecting a £0.3 million uplift on the acquisition price.

Debt

The Group has full credit approval and is in the documentation stage to extend its revolving credit facility by an additional £65 million commitment from Barclays Bank.

VALUATION AND INVESTMENT RETURNS

Valuations of the Group's properties are conducted on a semi-annual basis as at 31 March and 30 September in each year. However, in connection with the Subsequent Issue, the Independent Valuer has been instructed to undertake an additional valuation of the Group's Portfolio as at 31 December 2021. This valuation report is included in Part 2 of this Supplement. There has been no material change to the values of the properties since 31 December 2021.

Accordingly, references to the Property Valuation Report in Part 4 of the Registration Document should, for the purposes of the risk factor headed "Property valuation is inherently subjective and uncertain" in the "Risk Factors" section of the Registration Document, be read as references to the Property Valuation Report in Part 2 of this Supplement.

For the purposes of the Subsequent Issue, an additional calculation of the Group's consolidated Estimated NAV (unaudited) and Estimated EPRA NTA (unaudited) has also been made as at 31 December 2021, which was calculated on the basis of the independent valuation of the Portfolio referred to above. Calculations are made in accordance with IFRS and EPRA Best Practice Recommendations. As at that date, the Group had a consolidated Estimated NAV (unaudited) and Estimated EPRA NTA (unaudited) of £976.2 million (representing a cum-income Estimated NAV per Ordinary Share (unaudited) and Estimated EPRA NTA per Ordinary Share (unaudited) of 139.5 pence).¹

Since the Company's Ordinary Shares were first admitted to trading on the London Stock Exchange's main market on 27 February 2017, the Ordinary Shares, assuming dividends reinvested, have delivered a total shareholder return of 84.8 per cent., comprising growth in the market price of Ordinary Shares and dividends paid to Shareholders up to the Latest Practicable Date. The Group has delivered an average annual total NAV return to 31 December 2021 of 11.1 per cent. per annum, comprising compounded annual NAV growth and dividends paid to Shareholders.

The growth delivered to shareholders has predominantly been driven by the following key investment strategies employed by the Investment Advisor:

identifying 'off market' property acquisitions through the Investment Advisor's wide corporate and developer networks, in particular through sale and leasebacks and forward fundings that have been acquired at a significant discount to investment values;
asset management initiatives that have increased the value of properties;
the capitalisation of rental growth in the portfolio;
the regular recycling of capital where properties have been sold generating a realised gain following unsolicited approaches and the proceeds reinvested at a wider yield; and
market yield compression across the majority of sectors since the properties were acquired.
PORTFOLIO

The Group's portfolio comprises 177 properties across 11 sectors and multiple underlying uses, let on long leases to over 70 separate tenant operators.

The Group's lease arrangements provide contracted annual rent of £67.6 million and have a long-weighted average 22 years to first tenant break, with 96 per cent. containing index-linked or fixed rental uplifts.

All leases require full repairing and insuring by the tenants, protecting the Group from property cost leakage and capex requirements.

¹ The Estimated NAV and Estimated EPRA NTA are estimates of the Directors based on (a) the independent valuation of the Portfolio by Knight Frank LLP as at 31 December 2021 (as set out in Part 2 of this document), (b) statements and information received by the Company from its lending and depositary banks and (c) unaudited management information of the Group. The Estimated EPRA NTA has been calculated based on guidance published by EPRA, to disclose adjusted measures of NAV and earnings per share which are designed by EPRA to better reflect the core long-term operations of the business. The Estimated NAV and the Estimated EPRA NTA and the information used to prepare them have not been audited or reviewed by any person other than the Investment Advisor and the Directors. As such, there can be no assurance that an audited NAV and/or audited EPRA NTA as at 31 December 2021 would reflect the Estimated NAV and/or Estimated EPRA NTA as at 31 December 2021.

The Group's property portfolio was valued at 31 December 2021 at £1,326.7 million. The valuation reflects a blended net initial yield of 4.5 per cent. and an average valuation of £8.1 million for the individual assets.

The table below summarises the 177 assets which form the Portfolio as at the Latest Practicable Date:

Sector	Total rent	Rental exposure	Valuation (as at 31 December 2021)	Valuation yield range	Value exposure	WAULT	Percentage of rents index linked or fixed	Number of assets
Foodstores and essentials	£16.3m	24%	£359.8m	3.3% - 7.0%	27%	17	91%	33
Industrial	£12.1m	18%	£310.2m	3.1% - 6.1%	23%	24	100%	15
Hotel	£10.0m	15%	£204.8m	4.1% - 6.5%	15%	25	100%	21
Healthcare	£6.3m	9%	£109.4m	4.8% - 6.1%	8%	26	100%	28
Car park	£3.9m	6%	£73.6m	4.0% - 5.4%	6%	30	100%	9
Garden Centre	£3.1m	5%	£41.7m	4.7% - 4.8%	3%	32	100%	4
Life sciences	£2.9m	4%	£56.7m	4.7% - 4.7%	4%	25	100%	1
Drive-thru coffee	£2.8m	4%	£26.4m	4.2% - 5.8%	2%	14	91%	23
Pubs	£2.6m	4%	£40.2m	5.6% - 6.4%	3%	15	100%	14
Education	£1.9m	3%	£34.8m	5.0% - 5.0%	3%	30	100%	23
Other	£5.7m	8%	£69.2m	4.3% - 9.5%	5%	17	80%	6
	£67.6m	100%	£1,326.7m	3.1% - 9.5%	100%	22	96%	177

The data above includes property acquisitions where contracts for the purchase have exchanged but conditions for completion remain outstanding. The rental income associated with these assets totals £3.5 million and all acquisitions are reasonably expected to complete in the first quarter of 2022. The data relating to valuation excludes these assets.

There has been no material change in the Company's investments between the Latest Practicable Date and the date of this Supplement.

6. BOARD CHANGES

As announced by the Company on 13 January 2022, Stephen Hubbard (Non-Executive Chairman) and Colin Smith OBE (Non-Executive Director and Senior Independent Director) intend to step down from the Board ahead of the Company's 2022 Annual General Meeting and resign as Directors of the Company on the same date.

The Company also announced the following new appointments to the Board, effective 13 January 2022:

Cyrus Ardalan as the Company's Chairman Designate, with the intention to take over from Stephen Hubbard as Chairman of the Company at a date to be confirmed prior to the Company's 2022 Annual General Meeting;
Hugh Seaborn as the Company's Non-Executive Senior Independent Director Designate, with the intention to take over from Colin Smith OBE as Senior Independent Director of the Company at a date to be confirmed prior to the Company's 2022 Annual General Meeting; and
Ismat Levin as a Non-Executive Director of the Company,

(together, the "Newly Appointed Directors").

All of the Newly Appointed Directors are non-executive and are independent of the AIFM and the Investment Advisor. Their biographies are set out below.

Cyrus Ardalan, Non-executive Director and Chairman Designate

Cyrus is a highly experienced international investment banker with well-established corporate governance expertise and successful credentials as chairman. His career in capital markets spans over 40 years during which he has held senior executive and non-executive roles at leading global banks. He is currently the Chairman of the Board at OakNorth Bank and was previously non-executive director and Chairman of a number of institutions, including Citigroup Global Markets, the International Finance Facility for Immunisation and the International Capital Markets Association. Cyrus spent 15 years at Barclays Bank as Vice Chairman overseeing a number of areas including the bank's Public Policy and Government Relations units. Prior to this, he held a range of senior positions at Paribas and The World Bank.

Hugh Seaborn CVO, Non-executive Director and Senior Independent Director Designate

Hugh brings over 35 years of real estate experience. He spent 13 years as a non-executive at TR Property Investment Trust plc, including four years as Chair, and is currently the CEO of Cadogan. He founded and chairs two Business Improvement Districts, The Knightsbridge Partnership and The King's Road Partnership, and is Chair of the Knightsbridge Business Group. Previously, he was CEO of The Portman Estate and prior to that Director and Head of Investment Management at CBRE. Formerly Hugh has been a member of the Council of the Duchy of Lancaster, Chair of the Westminster Property Association, Chair of the Estates Business Group, and a member of the Property Advisory Committee for the Natural History Museum. He is a Chartered Surveyor.

Ismat Levin, Non-executive Director

Ismat has 28 years' experience in commercial, international growth and legal technology-led software industries across NASDAQ-listed and private equity contexts, including as a Board observer. She is currently Vice President and Group General Counsel at Synamedia Limited. Before this, Ismat spent almost 20 years at NDS Group as Vice President and Group General Counsel as it grew from a start-up investment owned by News Corporation, to being a NASDAQ listed company for 10 years, to being sold to Cisco Systems, Inc. for $5 billion. Ismat began her career at Dentons LLP.

Over the five years preceding the date of this Supplement, the Newly Appointed Directors hold or have held the following directorships (apart from their directorships of the Company) or memberships of administrative, management or supervisory bodies and/or partnerships:

Name	Current	Previous
Cyrus Ardalan	CAF Charity Aid Foundation
CAF Financial Solutions Limited
CAF Nominees Limited
Humanitarian Finance Forum
Oaknorth Bank PLC	Citigroup Global Markets Limited
International Finance Facility for
Immunisation Company
Hugh Seaborn	115 Sloane Street Hotel Limited
7 Redburn Street Limited
Cadogan Developments Limited
Cadogan Estates Limited
Cadogan Estates Management Limited
Cadogan Estates Property Investments Limited
Cadogan Group Holdings Limited
Cadogan Group Limited
Cadogan Group Management Limited
Cadogan Hall Limited
Cadogan Holdings Limited
Cadogan Hotel Partners Limited
Cadogan Hotels Group Limited
Cadogan Income Properties Limited
Chelsea Land Developments Limited
Chelsea Land Limited
Clarktown Limited
Frederick Court Limited
Hugo House Limited
Leda Hotels Limited
Sloane Court East Garden Limited
Sloane Gardens Hotel Limited
Sloane Rewards Limited
West Central Bids Limited	15 Redburn Street Limited
Cadogan Estates Residential
Holdings Limited (Dissolved)^{2}
Cadogan Estates Residential
Investments Limited (Dissolved)^{3}
Couture Hotels Limited (Dissolved)^{4}
Number Eleven Limited (Dissolved)^{5}
The Cadogan Debenture
Company Limited (Dissolved)^{6}
TR Property Investment Trust PLC
Trust Union Finance (1991) Plc
Trustco Finance Limited (Dissolved)^{7}

2 Dissolved by members' voluntary liquidation on 4 April 2019.
3 Dissolved by members' voluntary liquidation on 5 April 2019.
4 Dissolved by voluntary strike-off on 5 February 2019.
5 Dissolved by voluntary strike-off on 5 February 2019.
6 Dissolved by voluntary strike-off on 5 February 2019.
7 Dissolved by voluntary strike-off on 12 September 2017.

Name	Current	Previous
Ismat Levin	Beijing NDS Information Technology Co., Limited
Linden 29 Management Limited
St. John of Jerusalem Eye Hospital
St. John of Jerusalem Eye Hospital Group
Synamedia Americas Holdings, Inc.
Synamedia Americas LLC
Synamedia Asia Private Limited
Synamedia Canada ULC
Synamedia Holdings Limited
Synamedia India Private Limited
Synamedia Limited
Synamedia MCS (Guernsey) Limited
Synamedia No. 1. LLC
Synamedia No. 2. LLC
Synamedia Technologies Israel Limited
Synamedia Technologies France SAS
Synamedia Vividtec Canada ULC
Synamedia Vividtec Europe BVBA
Synamedia Vividtec Holdings (Guernsey) Limited
Synamedia Vividtec Holdings, Inc.
TRISO Video India Private Limited
Triton UK Midco Limited	DIGI-Media Vision Limited
(Dissolved)^{8}
NDS Finance Limited
NDS Holdings (Europe)
Limited (Dissolved)^{9}
NDS Holdings B.V.
News Datacom Limited
(Dissolved)^{10}

Save as disclosed in the table above, in the five years before the date of this Supplement, the Newly Appointed Directors:

(i) do not have any convictions in relation to fraudulent offences;
(ii) have not been associated with any bankruptcies, receiverships or liquidations of any partnership or company, or any company put into administration, through acting in the capacity as a member of the administrative, management or supervisory body or as a partner, founder or senior manager of such partnership or company; and
(iii) do not have any official public incrimination and/or sanctions by statutory or regulatory authorities (including designated professional bodies) and have not been disqualified by a court from acting as a member of the administration, management or supervisory bodies of any issuer or from acting in the management or conduct of the affairs of any issuer.

7. MAJOR SHAREHOLDERS

So far as is known to the Company, as at the Latest Practicable Date, the following persons held, directly or indirectly, the percentage of the Company's voting rights referred to below which are notifiable pursuant to the Disclosure Guidance and Transparency Rules:

Name	Number of existing Ordinary Shares held	% of voting rights
BlackRock Inc	37,756,289	5.13
Laxmi Nivaria S.L.U.	34,498,276	4.69

As at the Latest Practicable Date, save as set out in this paragraph 7, the Company is not aware of any persons who have a notifiable interest under English law in the Company's capital or voting rights.

Ismat Levin retired as a Director of DIGI-Media Vision Limited on 9 June 2018. The company was dissolved by voluntary strike-off on 29 September 2020.

Dissolved by members' voluntary liquidation on 26 July 2017.

10 Ismat Levin retired as a Director of News Datacom Limited on 9 June 2018. The company was dissolved by voluntary strike-off on 29 September 2020.

MATERIAL CONTRACTS

8.1 Share Issuance Agreement

On 20 January 2022, the Company entered into a deed of amendment with the AIFM, the Investment Advisor, Peel Hunt, Jefferies and Alvarium Securities to amend and restate the existing share issuance agreement dated 18 February 2021 referred to in paragraph 9.1 of Part 7 of the Registration Document (the "Share Issuance Agreement"). Pursuant to the Share Issuance Agreement (as amended and restated), each of the Joint Bookrunners has undertaken, as agent for the Company, to use its reasonable endeavours to procure subscribers for New Ordinary Shares under the Subsequent Placing.

The obligations of the Joint Bookrunners under the Share Issuance Agreement in respect of the Subsequent Issue are subject to, inter alia, the New Ordinary Shares to be issued pursuant to the Subsequent Issue being admitted to the premium segment of the Official List and to trading on the premium segment of the London Stock Exchange's main market by 14 February 2022 (or such later date and time as the Joint Bookrunners and the Company agree but not later than 8.00 a.m. on 17 February 2022).

Conditional upon completion of the Subsequent Issue, the Joint Bookrunners are entitled to be paid an aggregate commission by the Company of up to 1.5 per cent. of the value of any New Ordinary Shares issued pursuant to the Subsequent Issue in consideration for their services in relation to the Subsequent Issue. In connection with the Subsequent Issue, Peel Hunt and Jefferies are also entitled to receive a sponsor fee and a corporate finance fee, respectively.

Under the Share Issuance Agreement, which may be terminated by the Joint Bookrunners in certain circumstances prior to Subsequent Admission, the Company, the AIFM and the Investment Advisor have given certain warranties and indemnities to the Joint Bookrunners. These warranties and indemnities are customary for an agreement of this nature.

Under the Share Issuance Agreement, each of Peel Hunt, Jefferies and Alvarium Securities may at its discretion and out of its own resources at any time rebate to some or all investors, or to other parties, part or all of its fees relating to the Subsequent Issue. The Joint Bookrunners are also entitled under the Share Issuance Agreement to retain agents and may pay commission in respect of the Subsequent Issue to any or all of those agents out of their own resources.

The Share Issuance Agreement is governed by the laws of England and Wales.

8.2 Receiving Agent Agreement

On 20 January 2022, the Company entered into a new Receiving Agent Agreement with the Receiving Agent, pursuant to which the Receiving Agent has agreed to provide receiving agent duties and services to the Company in respect of the Subsequent Issue.

Under the terms of the Receiving Agent Agreement, the Receiving Agent is entitled to customary fees. The Receiving Agent is also entitled to reimbursement of all reasonable out of pocket expenses incurred by it in connection with its duties.

The Receiving Agent Agreement limits the Receiving Agent's liability thereunder to the lesser of £250,000 or an amount equal to five times the fee payable to the Receiving Agent under the agreement. The Receiving Agent Agreement also contains an indemnity from the Company in favour of the Receiving Agent, its affiliates and their directors, officers, employees and agents against any and all losses, damages, liabilities, professional fees, court costs and reasonably incurred expenses resulting or arising from the Company's breach of the agreement and, in addition, any third-party claims, actions, proceedings, investigations or litigation relating to or arising from or in connection with the agreement or the services provided thereunder, except to the extent such losses are determined to have resulted solely from the fraud, wilful default or negligence on the part of the party seeking indemnity under the agreement. The indemnity is customary for an agreement of this nature.

The Receiving Agent Agreement is governed by the laws of England.

8.3 Investor Lock-in Deed

On 17 December 2021, the Company, Peel Hunt LLP and Jefferies International Limited entered into a Lock-in Deed with Laxmi Nivaria, S.L.U. ("Laxmi Nivaria") in connection with an issue of 35,715,862 New Ordinary Shares to Laxmi Nivaria (the "Locked-in Shares").

Pursuant to the terms of the Investor Lock-in Deed, Laxmi Nivaria agreed that they will not sell, grant options over or otherwise dispose of any interest in the Locked-in Shares for 12 months (the "Restricted Period") and that any disposal within 12 months following the expiry of the Restricted Period will be effected through the Company's brokers, save that these restrictions do not apply certain specified circumstances, including: (i) in acceptance of a general offer to all the Shareholders of the Company for the entire issued and to be issued share capital of the Company made in accordance with the Takeover Code, or the provision of an irrevocable undertaking to accept such an offer, in each case where the offer has either been recommended by the Board or has become unconditional in all respects; (ii) pursuant to an intervening court order; (iii) following the passing of a resolution for the winding up of the Company; (iv) to any of its subsidiary undertakings, parent undertakings and subsidiary undertakings of all such parent undertakings provided that such transferee, before registration of any such transfer, executes an undertaking in relation to such Ordinary Shares in similar terms to those contained in the Investor Lock-in Deed in a form satisfactory to Peel Hunt LLP and Jefferies International Limited; or (v) where it has obtained written consent from the Company, Peel Hunt LLP and Jefferies International Limited in advance.

The Investor Lock-in Deed is governed by the laws of England and Wales.

9 ADDITIONAL INFORMATION

9.1 Responsibility

The Company, whose registered office appears below, and the Directors, whose names appear below, accept responsibility for the information contained in this Supplement. To the best of the knowledge of the Company and the Directors, the information contained in this Supplement is in accordance with the facts and the Supplement makes no omission likely to affect its import.

The Directors of the Company are:

Stephen Hubbard (Non-executive Chairman)
Colin Smith OBE (Non-executive Director)
Jan Etherden (Non-executive Director)
John Cartwright (Non-executive Director)
Patricia Dimond (Non-executive Director)
Cyrus Ardalan (Non-executive Director)
Hugh Seaborn CVO (Non-executive Director)
Ismat Levin (Non-executive Director)

The registered office of the Company is 6th Floor, 125 London Wall, London EC2Y 5AS.

Knight Frank LLP of 55 Baker Street, Marylebone, London W1U 8AN, which is qualified for the purposes of the Property Valuation Report in accordance with the RICS Valuation – Global Standards, January 2020, issued by the Royal Institution of Chartered Surveyors, has given and not withdrawn its consent to the inclusion in this Supplement of its report in Part 2 of this Supplement and to the issue of this Supplement with the inclusion of its name and references to it in the form and context in which they appear and has authorised the contents of its report in Part 2 of this Supplement for the purposes of Prospectus Regulation Rule 5.3.2R(2)(f), in the form and context in which they appear. Knight Frank LLP is a limited liability partnership incorporated in England and Wales on 3 November 2003 (registered number OC305934) and its Legal Entity Identifier is 213800995RRALBMRYV38.

9.2 Documents available for inspection

Copies of the Prospectus (including this Supplement), the 2021 Annual Report and Accounts, the 2021 Interim Report and the Property Valuation Report are available for inspection on the Company's website at www.lxireit.com and, until the Subsequent Issue closes, during usual business hours on any day (Saturdays, Sundays and public holidays excepted) at the offices of Stephenson Harwood LLP, 1 Finsbury Circus, London EC2M 7SH, United Kingdom.

9.3 General

To the extent that there is any inconsistency between any statement in or incorporated by reference in this Supplement and any other statement in or incorporated by reference in the Registration Document, the statements in or incorporated by reference in this Supplement will prevail.

Save as disclosed in this Supplement, no other significant new factor, material mistake or inaccuracy relating to information included in the Registration Document has arisen or been noted, as the case may be, since the publication of the Registration Document.

20 January 2022

PART 2

PROPERTY VALUATION REPORT

LXi REIT plc
6th Floor
125 London Wall
London
EC2Y 5AS

Peel Hunt LLP
100 Liverpool Street
London
EC2M 2AT

Alvarium Securities Limited
10 Old Burlington Street
London
W1S 3AG

Jefferies International Limited
100 Bishopsgate
London
EC2N 4JL

Jefferies GmbH
Bockenheimer Landstraße 24
60323 Frankfurt am Main
Germany

20 January 2022

Dear Sirs

Knight Frank

VALUATION REPORT ON THE PROPERTY PORTFOLIO OF LXI REIT PLC AND ITS GROUP

Market Valuation as at 31 December 2021

1. INTRODUCTION

1.1 In accordance with our instruction of 21 December 2021, of which details have been set out within the Terms of Engagement dated 5 January 2021, we have carried out a valuation of the freehold, heritable or leasehold interests in the properties referred to in the Schedule appended to this Valuation Report (together the "Properties" and each a "Property") and now report our opinion of the Market Values (as defined in paragraph 3.1 below) of the Properties as at 31 December 2021.

1.2 This Valuation Report is required for inclusion in a quadripartite prospectus (the "Prospectus") which is to be published by LXI REIT plc (the "Company") in relation to the proposed issue of new ordinary shares in the share capital of the Company ("New Ordinary Shares") by way of a placing, open offer, offer for subscription and an intermediaries offer (the "Subsequent Issue"), under the Fund's ongoing share issuance programme (the "Share Issuance Programme") and the admission of the New Ordinary Shares to be issued pursuant to the Subsequent Issue to the Official List of the Financial Conduct Authority and to trading on the main market of the London Stock Exchange ("Admission"). Our Valuation Report is provided expressly for this purpose and this purpose only.

1.3 The Properties comprise hotels, industrial, healthcare, discount foodstores, leisure, student, car park automotive, office and nurseries and have been categorised as investment properties.

1.4 This valuation has been undertaken in accordance with: (i) the current editions of RICS Valuation - Global Standards, which incorporate the International Valuation Standards, and the RICS UK National Supplement. References to the "Red Book" refer to either or both of these documents, as applicable; (ii) Rules 5.4.5G and 5.4.6G of the Prospectus Regulation Rules published by the Financial Conduct Authority (the "Prospectus Regulation Rules"), together

with item 2.7 of Annex 4 to the UK Prospectus Regulation; and (iii) paragraphs 128 to 130 of ESMA Update of the CESR Recommendations for the consistent implementation of the European Commission's Regulation (EC) No 809/2004 implementing the Prospectus Directive (as now applicable to the UK Prospectus Regulation) (the "CESR Recommendations"). For the purposes of this Letter, "UK Prospectus Regulation" shall mean Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC, as it forms part of the domestic law of the United Kingdom by virtue of the European Union (Withdrawal) Act 2018 (as amended).

2. COMPLIANCE AND DISCLOSURES

2.1 Knight Frank LLP is instructed as External Valuer, as defined by the Red Book and regulations made by the Financial Conduct Authority.

2.2 Knight Frank LLP is retained by the Company to value the Properties on a bi-annual basis for financial reporting under International Financial Reporting Standards (IFRS). Chris Galloway MRICS and Michael Crowe MRICS are responsible for this particular instruction.

2.3 Other than valuation services, Knight Frank LLP has not had any material involvement with the Properties, subject to our comments below, and report without any conflict of interest.

2.4 Knight Frank LLP acted on the acquisition or sale of the following Properties:

i. Cambridge Belfry Hotel, Back Lane, Cambourne, Cambridge CB23 6BW where Knight Frank LLP acted for the Company on the acquisition of the Property in April 2017;

ii. Belasis Business Park, Billingham TS23 4EB where Knight Frank LLP acted for the vendor on the sale of the Property in July 2018;

iii. 31 Turnpike Road, Newbury RG14 2NX where Knight Frank acted for the vendor on the sale of the Property in October 2018;

iv. Dobbies Garden Centre, Heighley Gate, Morpeth, NE61 3DA where Knight Frank acted for the vendor on the sale of the Property in March 2019; and

v. Premier Inn, High Grounds Road, Worksop S80 3AT where Knight Frank acted for the vendor on the sale of the property in September 2019.

vi. New Berwyn Works, Berwyn Road, Llangollen, LL20 8AE where Knight Frank acted for the Company in the acquisition of the property in June 2021.

vii. Biffa Waste Services, Greenbank Road, East Tullos Industrial Estate, Abderdeen, AB12 3BQ where Knight Frank acted for the vendor on the sale of the property in August 2021.

2.5 The valuer, on behalf of Knight Frank LLP, with responsibility for this Valuation Report is Chris Galloway MRICS, RICS Registered Valuer. Parts of the valuation have been undertaken by additional valuers. We confirm that the valuer and additional valuers collectively meet the requirements of RICS Valuation – Global Standards VPS 3, having sufficient current knowledge of the particular market and the skills and understanding to undertake the valuation competently.

2.6 In relation to Knight Frank LLP's preceding financial year, the proportion of the total fees paid by the Company to the total fee income of Knight Frank LLP was less than 5 per cent. We recognise and support the RICS Rules of Conduct and have procedures for identifying conflicts of interest.

3. BASIS OF VALUATION

3.1 The Properties have been valued on the basis of Market Value in accordance with the RICS Valuation – Global Standards VPS4. This is an internationally recognised basis and is defined as:

"The estimated amount for which an asset or liability should exchange on the valuation date between a willing buyer and a willing seller in an arm's length transaction after proper marketing and where the parties had each acted knowledgeably, prudently and without compulsion."

3.2 No allowance has been made for expenses of realisation or for any taxation which might arise, and our valuations are expressed exclusive of any Value Added Tax that may become chargeable.

3.3 Our valuations reflect usual deductions in respect of purchaser's costs and, in particular, full liability for UK Stamp Duty as applicable at the valuation date.

3.4 Our valuation has been undertaken using appropriate valuation methodology and our professional judgement.

3.5 The valuer's opinion of Market Value was primarily derived using recent comparable market transactions on arm's length terms, where available, and appropriate valuation techniques (the "Investment Method").

3.6 The Properties have been valued individually and not as part of a portfolio.

3.7 Save as otherwise disclosed, it has been assumed for the purpose of valuation that the relevant interests in the Properties are free of mortgage, charge or other debt security and no deduction has been made for such charge or debt.

4. VALUATION ASSUMPTIONS

Sources of Information

4.1 Our valuations are based on information provided by the Company and its professional advisers, upon which we have relied, and which has not been verified by us. Our assumptions (as defined in the Red Book) relating to this information are set out below. If any of the information or assumptions are subsequently found to be incorrect then our valuations should be reviewed.

4.2 We would note that where information or documentation has not been provided to us we have adopted the appropriate assumptions required to undertake, and report, Market Values. When considering the covenant strength of individual tenants we have not carried out credit enquiries but have reflected within our valuations our general understanding of the investment market's likely perception of tenants' financial status.

Title

4.3 We have not been provided with title information and Reports on Title. Our valuations are prepared on the basis that the Properties have good and marketable titles and are free of any undisclosed onerous burdens, outgoings or restrictions.

Tenancy Information

4.4 We have not been provided with lease reports by the Company's professional advisers. However we have been provided with updated tenancy information on a bi-annual basis by the Company which we have relied upon.

Land Register Inspection and Searches

4.5 We do not undertake searches or inspections of any kind (including web based searches) for title or price paid information in any publicly available land registers, including the Land Registry for England & Wales, Registers of Scotland and Land & Property Services in Northern Ireland.

Planning, Highway and Other Statutory Regulations

4.6 We have made verbal/web based enquiries of the appropriate Town Planning and Highways Authorities in respect of matters affecting the Properties, where considered appropriate, although this information was given to us on the basis that it should not be relied upon.

We have not seen specific planning consents and have assumed that the Properties have been erected and are being occupied and used in accordance with all requisite consents and that there are no outstanding statutory notices. No allowances have been made for rights, obligations or liabilities arising under the Defective Premises Act 1972.

Structural Condition

4.7 We have not been instructed to carry out structural surveys of the Properties, nor to test the services. We have not been provided with building inspection reports, and/or construction reports. Our valuations assume the buildings contain no deleterious materials and that the sites are unaffected by adverse soil conditions, except where we have been notified to the contrary.

Environmental Issues

4.8 We have not carried out any investigations into past or present uses of either the Properties or any neighbouring land to establish whether there is any potential for contamination from these uses or sites to the Properties. We have, however, been provided by the Company with, and relied upon, Environmental Surveys, where available.

We understand that none of the Properties, subject to our comments below, is, nor is likely to be, affected by land contamination and that there are no ground conditions which would affect the present or future uses of the Properties.

Should it be established subsequently that contamination exists at any of the Properties or on any neighbouring land or that the Properties have been or are being put to a contaminative use this could reduce the values now reported.

We have used the website of the Environment Agency's Indicative Floodplain Maps to provide a general overview of lands in natural floodplains and therefore potentially at risk of flooding from rivers or the sea. The maps use the best information currently available, based on historical flood records and geographical models. They indicate where flooding from rivers, streams, watercourses or the sea is possible. From the website, we have established that none of the Properties is currently classified as being at risk from flooding without the appropriate flood defences being present. We also understand that none of the Properties has a history of flooding.

Property Insurance

4.9 Our valuations assume that the Properties would, in all respects, be insurable against all usual risks including terrorism, flooding and rising water table at normal, commercially acceptable premiums.

Building Areas

4.10 Our valuations are based on the measurements provided by the Company.

Special Assumptions

4.11 As instructed by the Company, our valuation has been undertaken on the special assumption that the Properties are fully constructed as at the valuation date and are income producing. This assumption relates to the following Properties:

i. Biggin Hill Airport
ii. Premier Inn, 25-29 Market Place, Romford
iii. Premier Inn, High Grounds Road, Worksop S80 3AT
iv. Premier Inn, Porthmadog
v. Lidl, West Bridgford
vi. Loaning Meadows Retail Park, Berwick-upon-Tweed
vii. Lidl, The Brickyard, High Street, East Ham

4.12 Should the assets above be treated as developments and valued using the residual method, the value reported below would be significantly different incorporating outstanding construction costs, finance, developers profit and fees.

4.13 A special assumption that the following Properties have been purchased on a topped up rent basis. Therefore should the Company sell the assets, as at the valuation date, these prices would not be achievable, without the additional rental top up. We understand the price the Company paid to the vendor reflected a deduction, being the difference between the contracted rent and the topped up rent. We further understand that the Company will make an adjustment in its financial accounts. This assumption applies to the following Properties:

i. Currock Road, Carlisle CA2 4AX

ii. Knight Retail Park, Saffron Walden, Thaxted Road, Essex, CB10 2UR
iii. Junction 24 Retail Park, Helen Street, Glasgow, G51 3HR

5. VALUATION

5.1 We are of the opinion that the aggregate of the Market Values as at 31 December 2021 of the freehold, heritable or leasehold interests in the Properties held by the Company as at 31 December 2021 is £1,326,677,500 (One Billion Three Hundred and Twenty Six Million, Six Hundred and Seventy Seven Thousand Five Hundred Pounds).

5.2 The tenure of the Properties held by the Company as at 31 December 2021 comprises the following:

	No. of Properties	Market Value
Freehold or heritable	135	£1,058,422,500
Long Leasehold	29	£268,255,000
Total	164	£1,326,677,500

5.3 The Schedule comprises the address, tenant and tenure of each of the Properties held by the Company as at 31 December 2021.

5.4 There are four Properties of the 164 held by the Company as at 31 December 2021 which individually account for more than 3% of the aggregate value of the individual Market Values as at 31 December 2021. These four Properties are listed in the table below. The aggregate market value of these four properties represents 20.18% of the aggregate of the Market Values held by the Company as at 31 December 2021.

Address	Freehold	Long Leasehold	Total Market Value as at 31 December 2021	Percentage of the Company's portfolio by Market Value as at 31 December 2021
Biggin Hill Airport		£100,600,000	£100,600,000	7.58%
Tesco Welling, Welling High St, London, DA16 1TH	£51,550,000		£51,550,000	3.89%
York Biotech Campus, York, YO41 1LZ	£56,700,000		£56,700,000	4.27%
Gateway Retail Park, Cargo Fleet Road, Middlehaven, Middlesborough, TS3 6AT	£58,850,000		£58,850,000	4.44%

5.5 Please note that due to the current Coronavirus (Covid-19) situation, we are needing to operate extended health and safety procedures, which include the need for property occupiers to confirm their agreement to us inspecting and provide answers to related health questions. We have been unable to proceed with the inspections until we receive the required confirmations. We have been unable to internally inspect many of the properties, including all of the "assisted Living" portfolio due to their nature of being closed due to lockdown provisions. A record of the commercial portfolio is listed below. A record of the exact inspection dates of the assisted living portfolio is maintained within our working papers and can be made available if required.

5.6 We confirm that, as at the date of this Valuation Report, there has been no material change since 31 December 2021 in any matter relating to the Properties which, in our opinion, would have a material effect on the Market Value of the Properties.

6. GENERAL CONDITIONS

6.1 This Valuation Report has been prepared for inclusion in the Prospectus. Knight Frank LLP hereby gives consent to the inclusion of this Valuation Report in the Prospectus and to the references to this Valuation Report and Knight Frank LLP in the Prospectus in the form and context in which they appear. For the purposes of Prospectus Regulation Rule 5.3.2(R)(2)(f),

we are responsible for this Valuation Report and accept responsibility for the information contained in this Valuation Report and confirm that to the best of our knowledge, the information contained in this Valuation Report is in accordance with the facts and the Valuation Report contains no omission likely to affect its import. This Valuation Report complies with Rules 5.4.5G and 5.4.6G of the Prospectus Regulation Rules and paragraphs 128 to 130 of the CESR Recommendations.

Yours faithfully,

Chris Galloway MRICS
Partner, Valuation and Advisory
For and on behalf of Knight Frank LLP

Address	Sector	Tenure	Date of Inspection
Carmarthen, Parc Pensarn, SA31 2NF	Leisure	Long leasehold	16/01/2021
Barry Penny Lane, CF63 4BA	Leisure	Long leasehold	21/01/2021
Cardiff, Sports Village, CF11 0JP	Leisure	Long leasehold	21/01/2021
Pontypridd, CF39 8EY	Discount Foodstore	Freehold	21/01/2021
A48, Cross Hands, Llanelli, Carmarthenshire, SA14 6RD	Hotel	Freehold	25/01/2021
West Bridgford	Discount Foodstore	Freehold	28/01/2021
A444 Southbound, Bedworth, Nuneaton, CV10 7TF	Hotel	Freehold	16/02/2021
Oak Lane, West Bromwich, B70 8PF	Industrial	Freehold	16/02/2021
Redditch Warwick Highway, B98 0SW	Leisure	Long leasehold	16/02/2021
Sinclair Retail Park, Davies Road, Evesham WR11 1FN	Discount Foodstore	Freehold	16/02/2021
31 Turnpike Road, Newbury, RG14 2NX	Industrial	Freehold	14/04/2021
31 Druid Stoke Avenue, Bristol BS9 1DE	Healthcare	Freehold	14/04/2021
Andover Business Park, Andover, SP11 8BP	Leisure	Freehold	14/04/2021
Columbus Quarter, Andover	Leisure	Long leasehold	14/04/2021
Commerce Way, Melksham SN12	Hotel	Freehold	14/04/2021
Barnfield Close, Swindon SN2	Hotel	Freehold	14/04/2021
Edenmore Care Home, 646 Shore Road, Newtownabbey, BT3 7PR	Healthcare	Freehold	27/04/2021
Apple Mews 1, 95 Cathedral Road, Armagh BT61 8AB	Healthcare	Long leasehold	27/04/2021
Apple Mews 2, 95 Cathedral Road, Armagh, BT61 8AB	Healthcare	Long leasehold	27/04/2021
Nottingham, Victoria Parkway, NG4 2PA	Leisure	Long leasehold	18/05/2021
Stoke, Ridgeway Drive, ST1 5NY	Leisure	Long leasehold	18/05/2021
Elder Way, Chesterfield S4 1UN	Hotel	Freehold	18/05/2021
Premier Inn, Worksop, Nottinghamshire	Hotel	Freehold	18/05/2021
Greene King, County Hotel, High Street, Newcastle upon Tyne NE3 1HB	Leisure	Freehold	18/05/2021
Greene King, Duke of Wellington, Kenton Lane, Newcastle upon Tyne NE3 3BQ	Leisure	Freehold	18/05/2021
High Street, Gosport, Hampshire PO12	Hotel	Freehold	20/05/2021
Dobbies, Heighley Gate, Morpeth, Northumberland NE61 3DA	Leisure	Freehold	21/05/2021
10-11 Belasis Business Park, Billingham Teesside TS23 4EB	Industrial	Freehold	21/05/2021
Greene King, Brinkburn, Lady Kathryn Grove, County Durham DL3 0YR	Leisure	Freehold	21/05/2021
Spanish City Promenade, Whitley Bay NE26 1AR	Hotel	Long leasehold	21/05/2021
Wilson Street, Middlesbrough TS1 1AE	Hotel	Freehold	21/05/2021
North Nelson Industrial Estate, Cramlington NE23 1WW	Industrial	Freehold	21/05/2021
Turbine Business Park, Nissan Way, Sunderland SR5 3QY	Industrial	Freehold	21/05/2021
Gestamp, Aycliffe Industrial Estate, Durham DL5 6EP	Industrial	Long leasehold	21/05/2021
Travelodge, Discovery Park, Sandwich, Kent	Hotel	Freehold	26/05/2021
Canvey Island, Northwich Road, SS8 0PT	Leisure	Long leasehold	26/05/2021

Address	Sector	Tenure	Date of Inspection
Greene King, Bridgewater 23 Barton Road, Greater Manchester, M28 2DP	Leisure	Freehold	02/06/2021
Greene King, Bulls Head, 341 London Road, Cheshire SK7 4PS	Leisure	Freehold	02/06/2021
Greene King, Church View Inn, 38 Lunts Heath Road, Cheshire WA8 5RY	Leisure	Freehold	02/06/2021
Greene King, Griffin Inn, 184 Warrington Road, Cheshire WA8 3XT	Leisure	Freehold	02/06/2021
Greene King, Old Leyland Gates, Golden Hill Lane, Lancashire PR25 3PG	Leisure	Freehold	02/06/2021
Greene King, Pear & Partridge, The Parkway, Staffordshire WV6 7XZ	Leisure	Freehold	02/06/2021
Greene King, Shrewsbury Arms, 38 Claughton Firs Prenton, Merseyside CH43 5TQ	Leisure	Freehold	02/06/2021
Greene King, Spread Eagle Hotel Hatherlow, Greater Manchester SK6 3DR	Leisure	Freehold	02/06/2021
Greene King, Unicorn, Adlington Road, Cheshire SK9 2LN	Leisure	Freehold	02/06/2021
Newcastle Under Lyme Goose Street, ST5 3HY	Leisure	Long leasehold	02/06/2021
Q-Park, Piazza Car Park, St James Street, Manchester M1 4BP	Car Park	Long leasehold	02/06/2021
Q-Park, Waterside Car Park, 5 Broad Road, Manchester M33 2AE	Car Park	Freehold	02/06/2021
Viking Park, Widnes WA8 0PE	Industrial	Freehold	02/06/2021
Q-Park, Tower Bridge Car Park, Gainsford Street, London SE1 8NH	Car Park	Freehold	02/06/2021
21 Brown Street, Dundee DD1 5EF	Student	Freehold	06/07/2021
1 Afton Way, Dundee, DD4 8BR	Leisure	Long leasehold	06/07/2021
9 Bridge Street, Aberdeen, AB11 6JL	Hotel	Freehold	06/07/2021
North end Retail Park, High Street, Cowdenbeath KY4 9QA	Discount Foodstore	Freehold	06/07/2021
Bure Park, Lucerne Avenue, Bicester, OX263HA	Foodstores and essentials	Freehold	08/07/2021
Greene King, Britannia, Bradwell Lane, Newcastle under Lyme ST5	Leisure	Freehold	12/07/2021
Cornwall Road, Smethwick, Birmingham	Industrial	Freehold	12/07/2021
Orbital 7, Orbital Park, Cannock, Staffordshire WS11 8XW	Industrial	Long leasehold	12/07/2021
The Priory Care Home,1 Shelly Crescent, Monkspath, Shirley, Solihull B90 4XA	Healthcare	Freehold	12/07/2021
25 Old Haymarket, Liverpool, Merseyside L1 6ER	Hotel	Long leasehold	13/07/2021
Currock Road, Carlisle, CA2 4AX	Discount Foodstore	Freehold	14/07/2021
William Street, Workington, Cumbria CA14 3YG	Hotel	Part Freehold/ Part Long leasehold	14/07/2021
Northampton, Kettering Road, NN3 6AA	Leisure	Long leasehold	06/08/2021
Peterborough, Lincoln Road PE4 6WS	Leisure	Long leasehold	06/08/2021
Copenhagen Way, Norwich, Norfolk, NR3 2RT	Leisure	Freehold	06/08/2021
Griffiths Retail Park, Griffiths Way, St Albans, Hertfordshire AL1 2RJ	Discount Foodstore	Freehold	06/08/2021

Address	Sector	Tenure	Date of Inspection
Geddington Road, Land at	Car showroom	Freehold	06/08/2021
99a Midland Road, Ellistown, Coalville	Foodstores and essentials	Freehold	09/08/2021
Preston, Riversway, PR2 6BX	Leisure	Long leasehold	10/08/2021
Blackpool, Squires Gate, FY4 2AY	Leisure	Long leasehold	10/08/2021
Rosegrove Lane, Burnley BB12 6EH	Automotive	Freehold	10/08/2021
PGL Travel. Winmarleigh Hall, Church Lane, Winmarleigh, Lancaster, PR3 0LA	Leisure	Long leasehold	10/08/2021
Rockingham Street, Sheffield S1 4NL	Car Park	Freehold	12/08/2021
Q-Park, Riverside Car Park, 5 Millsands, Sheffield S3 8NH	Car Park	Long leasehold	12/08/2021
Phoenix Park Care Village, Phoenix Avenue, Scunthorpe, DN15 8HN	Healthcare	Freehold	12/08/2021
Dobbies Garden Centre, Pennine, Huddersfield, West Yorkshire, HD8 8LF	Leisure	Freehold	12/08/2021
Bradford Victoria Shopping Centre, Bradford BD8 9BN	Discount Foodstore	Long leasehold	12/08/2021
Blackpool, Thornton Centre, FY5 5DX	Discount Foodstore	Freehold	18/08/2021
Clifton Drive North, Lytham St Annes, Lancashire FY8 2NA	Discount Foodstore	Long leasehold	18/08/2021
Poynton, 89 Park Lane, Poynton, Stockport SK12 1RD	Foodstore and Essentials	Freehold	18/08/2021
Premier Inn, Porthmadog	Hotel	Freehold	18/08/2021
Sandbach Lawton Way CW11 1TF	Discount Foodstore	Freehold	18/08/2021
Southport, PR8 3HR	Discount Foodstore	Freehold	18/08/2021
Wallasey, CH45 3LE	Discount Foodstore	Freehold	18/08/2021
Wrexham, BorrasPark Road, LL12 7TH	Discount Foodstore	Freehold	18/08/2021
New Berwyn Works, Berwyn, Llangollen	Discount Foodstore	Freehold	18/08/2021
Greaseborough Depot, North Drive, Rotherham S6 1RL	Industrial	Freehold	20/08/2021
Q-Park, Shambles Car Park, Garden Place, York YO1 7NZ	Car Park	Long leasehold	20/08/2021
Atkinson Court Care Home, Ings Road, Cross Green, Leeds, LS9 9EJ	Healthcare	Freehold	20/08/2021
Scott Works, Clayton Road, Bradford BD7	Discount Foodstore	Freehold	20/08/2021
Greene King, Norman Conquest, Flatts Lane, Yorkshire TS6 0NP	Leisure	Freehold	20/08/2021
165-167 Preston Road, Brighton, East Sussex, BN1 6AU	Hotel	Freehold	20/08/2021
Portsmouth, Lidl, 73 London Road	Discount Foodstore	Part Freehold/ Part Long leasehold	20/08/2021
Veolia Plot 3, Holton Heath Trading Park, Poole, Dorset BH16 6LT	Industrial	Freehold	20/08/2021

Address	Sector	Tenure	Date of Inspection
Taw Hill Village Centre, Swindon SN21 2UH	Foodstores and essentials	Freehold	20/08/2021
Q-Park, Surrey Street, Croydon	Car Park	Freehold	28/08/2021
25-29 Market Place, Romford	Hotel	Long leasehold	28/08/2021
Jurys Inn, 50 Exeter Street, Plymouth	Hotel	Freehold	12/09/2021
The Belfry Hotel, Back Lane, Cambourne, Cambridge CB23 6BW	Hotel	Freehold	12/09/2021
Tolvaddon Road, Camborne TR14 8NQ	Hotel	Freehold	12/09/2021
York Biotech Campus, York	Life Science	Freehold	24/09/2021
Tesco Welling, Welling	Foodstore and Essentials	Freehold	28/09/2021
Lidl and Unit 2, The Brickyard, High Street/ Barking Road, East Ham	Foodstore and Essentials	Freehold	28/09/2021
Biffa Waste Services, Aberdeen	Industrial	Freehold	11/10/2021
Q-Park, Candleriggs Car Park, 37 Albion Street, Glasgow G1 1LH	Car Park	Freehold	12/10/2021
Q-Park, Quartermile Car Park, Simpson Loan, Edinburgh EH3 9AU	Car Park	Freehold	12/10/2021
South Gyle Broadway, Edinburgh Park, Edinburgh	Hotel	Freehold	12/10/2021
Berwick-upon-Tweed	Discount Foodstore	Freehold	12/10/2021
Glasgow 63 Cumberland Road, G34 6HZ	Discount Foodstore	Freehold	12/10/2021
Junction 24 Retail Park, Glasgow	Discount Foodstore	Freehold	12/10/2021
Asda – Clydebank, 31	Foodstore and Essentials	Freehold	12/10/2021
STV, Pacific Quay	Office	Freehold	12/10/2021
Biggin Hill Airport	Industrial	Long leasehold	18/10/2021
Premier Inn, Thaxted Road, Saffron Walden, Essex	Hotel	Freehold	18/10/2021
83 Broad Road, Sale, Cheshire, M33 2EU	Nursery	Freehold	22/10/2021
68 Leigh Road, Atherton, Manchester M46 0PA	Nursery	Freehold	22/10/2021
116 Fairfield Road, Widnes, Cheshire WA8 6SJ	Nursery	Freehold	22/10/2021
97 Eleanor Road, Bidston, Wirral, Merseyside CH43 7QW	Nursery	Freehold	22/10/2021
63a Scarisbrick New Road, Southport, Merseyside PR8 6PA	Nursery	Freehold	22/10/2021
20 Kingsmead Road, North Prenton, Wirral CH43 6TB	Nursery	Freehold	22/10/2021
Smith House, Stanney Lane, Little Stanney, Chester, Cheshire CH2 4HT	Nursery	Freehold	22/10/2021
Longsands Lane, Preston, Lancashire PR2 9PS	Nursery	Freehold	22/10/2021
119 Heapey Road, Chorley, Lancashire PR6 9BJ	Nursery	Freehold	22/10/2021
116 Sharoe Green Lane, Fulwood, Preston, Lancashire PR2 8HL	Nursery	Freehold	22/10/2021
437 Street Lane, Leeds, West Yorkshire LS17 6HQ	Nursery	Freehold	26/10/2021
Abbotsford House, 15 Kent Road, Harrogate, North Yorkshire HG1 2LH	Nursery	Freehold	26/10/2021
70 High Street, Hatfield, Doncaster, South Yorkshire DN7 6RY	Nursery	Freehold	26/10/2021

Address	Sector	Tenure	Date of Inspection
124 Hadfield Road, Hadfield, Glossop, Derbyshire SK13 2DR	Nursery	Freehold	26/10/2021
60 North Park Avenue, Leeds, West Yorkshire LS8 1HS	Nursery	Freehold	26/10/2021
48 Nursery Lane, Alwoodley, Leeds, West Yorkshire LS17 7HW	Nursery	Freehold	26/10/2021
65 Bawtry Road, Bessacarr, Doncaster, South Yorkshire DN4 7AD	Nursery	Freehold	26/10/2021
1 Hartwith Way, Harrogate, North Yorkshire HG3 2XA	Nursery	Freehold	26/10/2021
469 Otley Road, Adel, Leeds, West Yorkshire LS16 7NR	Nursery	Freehold	26/10/2021
Cross Road, Idle, Bradford, West Yorkshire BD10 9RU	Nursery	Freehold	27/10/2021
Woodlands Park Drive, Apperley Bridge, Bradford BD10 9SG	Nursery	Freehold	27/10/2021
17 Ashfield Road, Shipley, Bradford BD18 4JX	Nursery	Freehold	27/10/2021
73-75 Birchwood Road, Brislington, Bristol BS4 4QN	Nursery	Freehold	03/11/2021
Dobbies Garden Centre, Haresfield, Gloucester GL10 3DP	Garden centre	Freehold	23/11/2021
Unit 11 Merchant Way, Wheatley Hall Road, Doncaster, DN2 4BH	Car showroom	Freehold	24/11/2021
Sainsburys, Gateway RP, Middlesbrough	Foodstore and Essentials	Freehold	11/12/2021
Co-op Service Station Norwich	Foodstore and Essentials	Freehold	Not Inspected
Co-op Service Station Aston	Foodstore and Essentials	Freehold	Not Inspected
Co-op Service Station Washington	Foodstore and Essentials	Freehold	Not Inspected
Assisted Living Properties Across England	Healthcare	20 Freehold/1 Leasehold	Varied

PART 3

DEFINITIONS

The following definitions apply throughout this Supplement unless the context requires otherwise:

"2021 Annual Report and Accounts" the annual report and audited accounts of the Group for the financial year ended 31 March 2021

"2021 Interim Report" the unaudited interim accounts of the Group for the six months ended 30 September 2021

"Admission" admission of Ordinary Shares: (i) to trading on the premium segment of the London Stock Exchange's main market becoming effective in accordance with the LSE Admission Standards; and (ii) to the premium list of the Official List becoming effective in accordance with the Listing Rules

"Alvarium Securities" Alvarium Securities Limited, the Company's joint global co-ordinator and joint bookrunner

"Company" LXi REIT plc

"EPRA" European Public Real Estate Association

"EPRA Best Practice Recommendations" the EPRA's best practice recommendations for financial reporting of listed property companies

"EPRA Net Tangible Assets" or "EPRA NTA" a measure that assumes entities buy and sell assets, thereby crystallising certain levels of deferred tax liability. The EPRA NTA per share for the Group is equal to the IFRS NAV per share to one tenth of a pence as there are no deferred tax liabilities or other adjustments other than the reversal of mark-to-market adjustments of derivatives applicable to the Group

"Estimated EPRA NTA" the estimated EPRA NTA calculated as set out in paragraph 4 of Part 1 of this Supplement

"Estimated EPRA NTA per Ordinary Share" the Estimated EPRA NTA attributable to the Ordinary Shares divided by the number of Ordinary Shares in issue (other than Ordinary Shares held in treasury) as at the date of calculation

"Estimated NAV" the estimated NAV calculated as set out in paragraph 4 of Part 1 of this Supplement

"Estimated NAV per Ordinary Share" the Estimated NAV attributable to the Ordinary Shares divided by the number of Ordinary Shares in issue (other than Ordinary Shares held in treasury) as at the date of calculation

"FCA" the Financial Conduct Authority

"FSMA" the Financial Services and Markets Act 2000 (as amended) and any statutory modification or re-enactment thereof for the time being in force

"Group" the Company and its subsidiaries from time to time

"IFRS" international financial reporting standards

"Independent Valuer" Knight Frank LLP, which is registered in England and Wales (registered number OC305934)

"Intermediaries" the entities listed in paragraph 8 of Part 4 of the Securities Note, together with any other intermediary (if any) that is appointed by the Company in connection with the Intermediaries Offer after the date of the Securities Note and "Intermediary" shall mean any one of them

“Intermediaries Offer”	the offer of New Ordinary Shares by the Intermediaries to retail investors
“Jefferies”	Jefferies International Limited and Jefferies GmbH, the Company's joint global co-ordinator, joint broker and joint bookrunner
“Joint Bookrunners”	Peel Hunt, Jefferies and Alvarium Securities
“Latest Practicable Date”	18 January 2022
“NAV” or “Net Asset Value”	the value, as at any date, of the assets of the Company after deduction of all its liabilities, before deducting dividends that have been declared but not paid as at the relevant reporting date, determined in accordance with the accounting policies adopted by the Company from time to time
“Net Proceeds of the Subsequent Issue”	the gross proceeds of the Subsequent Issue less applicable fees and expenses of the Subsequent Issue
“New Ordinary Shares”	new Ordinary Shares issued by the Company pursuant to the Subsequent Issue
“Newly Appointed Directors”	Cyrus Ardalan, Hugh Seaborn and Ismat Levin, each of whom has been appointed as a Director effective 13 January 2022
“Offer for Subscription”	the offer for subscription of New Ordinary Shares at the Subsequent Issue Price on the terms set out in Part 8 of the Securities Note
“Open Offer”	the offer to Qualifying Shareholders (as defined in the Securities Note), constituting an invitation to apply for New Ordinary Shares, on the terms and subject to the conditions set out in Part 7 of the Securities Note and, in the case of Qualifying non-CREST Shareholders (as defined in the Securities Note), the Open Offer Application Form
“Open Offer Application Form”	the application form on which Qualifying non-CREST Shareholders (as defined in the Securities Note) may apply for New Ordinary Shares under the Open Offer
“Peel Hunt”	Peel Hunt LLP, the Company's sponsor, joint global co-ordinator, joint broker, joint bookrunner and intermediaries offer adviser
“Portfolio”	the property assets of the Group from time to time including those property assets on which the Group has exchanged but not completed contracts to acquire (save where there are substantial remaining conditions to completion)
“Property Valuation Report”	the valuation report dated 31 December 2021 prepared by the Independent Valuer in respect of the Portfolio set out in Part 2 of this Supplement
“Prospectus”	the Summary, the Registration Document, this Supplement and the Securities Note
“Registration Document”	the registration document dated 18 February 2021 issued by the Company and approved by the FCA
“Securities Note”	the securities note dated 20 January 2022 issued by the Company in respect of New Ordinary Shares made available pursuant to the Registration Document and approved by the FCA

“Share Issuance Agreement”	the Share Issuance Agreement originally dated 18 February 2021 and amended and restated on 20 January 2022 by a deed of amendment between the Company, the AIFM, the Investment Advisor, Peel Hunt, Jefferies and Alvarium Securities, a summary of which is set out in paragraph 8.1 of Part 1 of this Supplement
“Subsequent Admission”	Admission of the New Ordinary Shares issued pursuant to the Subsequent Issue
“Subsequent Issue”	the issue of New Ordinary Shares pursuant to the Subsequent Placing, the Open Offer, the Offer for Subscription and the Intermediaries Offer as described in Part 1 of the Securities Note
“Subsequent Issue Price”	142 pence per New Ordinary Share
“Subsequent Placing”	the conditional placing of New Ordinary Shares by Peel Hunt, Jefferies and Alvarium Securities pursuant to the Share Issuance Agreement as described in the Securities Note
“Summary”	the summary dated 20 January 2022 issued by the Company pursuant to the Registration Document and approved by the FCA
“Supplement”	this supplement dated 20 January 2022 issued by the Company in connection with the Registration Document and approved by the FCA

Linkway Financial Printers
Typeset & Printed in London (UK) 17390a

AI assistant

LXI REIT PLC Capital/Financing Update 2022

4969_rns_2022-01-25_8c670c53-a3c6-426a-b057-efa81c1dd3b7.pdf