Proposed appointment as Investment Manager

Mattioli Woods plc

("Mattioli Woods" or the "Company")

Proposed appointment as investment manager to new closed-ended property investment company

Mattioli Woods plc (AIM: MTW.L) announced in its interim results statement on 28 January 2014 that it proposed to incorporate a closed-ended property investment company, expected to become a real estate investment trust admitted to trading on the Main Market of London Stock Exchange plc and to the premium segment of the Official List of the Financial Conduct Authority ("Admission"). In addition, it proposed that the Company's subsidiary, Custodian Capital Limited, would be appointed investment manager to the new company.

Further to that announcement, the Company announces that it has now:

· Incorporated a new company, Custodian REIT plc, which is proposed to be the new closed-ended propertyinvestment company ("the REIT"); and

· Entered into a conditional agreement with the REIT pursuant to which Custodian Capital Limited ("Custodian") would be appointed as investment manager to the REIT for an initial term of three years terminable by either party by giving not less than 12 months' prior written notice to the other, which notice may only be given after the expiry of the initial term.

Custodian's appointment as investment manager to REIT is conditional upon, amongst other things:

(a) The acquisition by REIT from existing syndicates in which the Company's clients are currently invested (and of which Custodian is the property manager) of an initial seed portfolio of commercial real estate properties of an aggregate market value of not less than £75m (such acquisition being conditional on the approval of the investors in the respective syndicates); and

(b) Admission.

In addition to the acquisition of the initial seed portfolio the REIT is also proposing to raise gross proceeds of up to £55m to invest in a diversified portfolio of commercial property in the UK. If the conditions are satisfied, it is expected that Admission would occur on, and Custodian's appointment as investment manager to REIT would commence on, 26 March 2014.

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