The board of AIRE launched the scathing attack against its largest shareholder, claiming it has failed to “address any of the fundamental shortcomings of its unsolicited final cash offer”.

Members of the board explained to shareholder’s that Glenstone’s “inadequate offer” remained at a material discount to AIRE’s latest published net asset value, while Glenstone is seeking control without “paying an appropriate premium for control”.

It accused Glenstone of not providing “certainty” over the timing, value or returns it would deliver by its proposed managed wind-down, warning that it could become unconditional without providing all AIRE shareholders with a clean exit.

The board also accused Glenstone of failing to address “significant concerns of potential conflicts of interests and reduced independent oversight” and not providing details on “how it will make its promised cost savings”.

Glenstone is offering a cash consideration of 70.0p per AIRE share, which represents a 16% discount to AIRE’s unaudited NAV of 83.3p per AIRE share as of June 30,2026.

Simon Bennett, independent non-executive chair at AIRE, stated: “Glenstone’s announcement does not explain why AIRE Shareholders should transfer control of the Company and its assets to Glenstone at such a material discount. Nor does it address the fact that, after seven weeks, Glenstone has received valid acceptances in respect of only 17,849 AIRE Shares from AIRE Shareholders other than Adam Smith, a director of Glenstone, representing less than 0.025% of AIRE’s issued share capital. That figure has fallen from 19,849 and has not increased for the past two weeks.

“Glenstone is now seeking to explain away the actual acceptance figures by speculating about acceptances which may have been submitted through retail platforms. It has provided no evidence or quantified information to support its suggestion that its position will materially change.”

It added that as of June 30, 2026, the portfolio was independently valued at £103.1m; and is 100% let with, rent collected on time. In addition, 81.9% of the leases were subject to index-linked rent reviews and the company delivered unaudited NAV total return of 0.4% for the quarter.

The fund pointed out that Glenstone owns 25.38% of AIRE’s issued share capital, and any future proposal concerning the company’s strategy would need to be considered through AIRE’s proper governance arrangements and would be subject to a shareholder vote at a general meeting.

They added that its largest shareholder failed to commit to a binding timetable, quantify the value that would be returned to shareholders, set out a distribution policy or dividend during the wind-down, disclose the costs or management charges payable to Glenstone or its associates, or provide ‘adequate protections’ for minority shareholders in a Glenstone-controlled AIRE.

The board added: “AIRE Shareholders are not required to take any action at this time. AEW UK REIT is currently required by no later than 5.00 pm on 28 August 2026 either to announce a firm intention to make an offer for AIRE or to announce that it does not intend to make an offer. 

“Glenstone’s attempt to create urgency ahead of that announcement does not improve the financial terms of the Glenstone Offer or remedy its fundamental shortcomings.

“The AIRE Board’s view continues to be that the Glenstone Offer is opportunistic and fundamentally undervalues the Company. As previously announced, the AIRE Board believes that a possible offer from AEWU has the potential to deliver a more attractive outcome for AIRE shareholders than the Glenstone Offer. However, there can be no certainty that AEWU will make a firm offer, nor as to the terms of any such offer.”