Transaction in Own Shares and Total Voting Rights

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, THE REPUBLIC OF SOUTH AFRICA OR JAPAN OR ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION. THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND THE INFORMATION CONTAINED HEREIN DOES NOT CONSTITUTE AN OFFER TO SELL OR ACQUIRE SECURITIES IN THE UNITED STATES, AUSTRALIA, CANADA, THE REPUBLIC OF SOUTH AFRICA, JAPAN OR IN ANY OTHER JURISDICTION.

THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED TO CONSTITUTE INSIDE INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION (EU) NO. 596/2014 AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED BY THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS 2019 (AS FURTHER AMENDED, VARIED OR SUBSTITUTED FROM TIME TO TIME AS A MATTER OF UK LAW). UPON THE PUBLICATION OF THIS ANNOUNCEMENT VIA THE REGULATORY INFORMATION SERVICE, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.

NewRiver REIT plc

("NewRiver" or the "Company")

Transaction in Own Shares and Total Voting Rights

Further to NewRiver's announcement earlier today, the Company confirms that it has purchased, through Panmure Liberum Limited, 47,708,400 ordinary shares in the capital of the Company ("Ordinary Shares") from Growthpoint Properties Limited ("Growthpoint") (the "Buyback"), representing approximately 10% of the Company's issued share capital, at a price of 75 pence per Ordinary Share, for a total consideration of approximately £35.8 million. The acquired shares will be cancelled. The Buyback has been executed in accordance with the parameters and limits set out in the market purchase authority granted to NewRiver at its Annual General Meeting held on 31 July 2025.

The Board believes the Buyback is in the best interests of all shareholders. The current share price materially undervalues the Company, and the Board is of the view that the Buyback is an attractive allocation of capital that will be immediately accretive to both Underlying Funds From Operations ("UFFO") per share and EPRA Net Tangible Assets ("NTA") per share thus generating value for shareholders.

The Company acknowledges the announcement by Growthpoint stating that it has successfully completed the sale of 67.4 million Ordinary Shares, representing approximately 14.2% of NewRiver's issued ordinary share capital. Consequently, Growthpoint has fully exited from its shareholding in NewRiver.

The schedule below contains detailed information of the individual trades made by Panmure Liberum Limited on behalf of the Company.

Total Voting Rights

Following the Buyback, the Company's issued share capital consists of 429,969,475 ordinary shares of one pence each with voting rights, of which 3,985,418 ordinary shares are held in the Employee Benefit Trust (EBT) and no shares are held in treasury.

Accordingly, the total number of voting rights in the Company is 425,984,057.

The above figure of 425,371,952 may be used by shareholders as the denominator for the calculation by which they will determine if they are required to notify their interest in, or a change of their interest in, the Company under the Disclosure Guidance and Transparency Rules of the FCA.

Enquiries:

Aggregate information

Individual Transactions

About NewRiver

NewRiver REIT plc ('NewRiver') is a leading Real Estate Investment Trust specialising in buying, managing and developing resilient retail assets throughout the UK.

Following the completion of its acquisition of Capital & Regional in December 2024, NewRiver has a £0.8 billion UK wide portfolio covering 7.9 million sq ft, comprising 27 community shopping centres and 13 conveniently located retail parks occupied by tenants predominately focused on essential goods and services. In addition, we manage 21 shopping centres and 18 retail parks on behalf of Capital Partners, taking our total Assets Under Management to £2.4 billion. Our objective is to own and manage the most resilient retail portfolio in the UK, focused on retail parks, core shopping centres and regeneration opportunities to deliver long-term attractive recurring income returns and capital growth for our shareholders.

NewRiver is listed on the Equity shares (commercial companies) category of the Main Market of the London Stock Exchange (ticker: NRR). Visit www.nrr.co.uk for further information.

LEI Number: 2138004GX1VAUMH66L31