Proposed Move to Official List

RAVEN RUSSIA LIMITED (the "Company")

Proposed Move up from AIM to Official List

 Offer to Warrantholders

·; The Company is pleased to announce that it proposes to move the Ordinary Shares and Warrants to the Official List.

·; The Preference Shares will remain on AIM until there is a sufficient percentage in public hands (25 per cent.) for the Preference Shares to be eligible to move to the Official List.

·; In order for the Ordinary Shares to be eligible for the Official List, the Company must reduce the number of Warrants outstanding by 36.3 million (out of a total of 141.4 million Warrants and options outstanding) to below 20 per cent. of the Company's issued ordinary share capital. The Company is therefore proposing to offer Qualifying Warrantholders the ability to surrender Warrants such that following completion of such offer and cancellation of the Warrants surrendered, the Company will be in a position to move its listing of Ordinary Shares to the Official List.

·; The consideration for each Warrant surrendered will be 0.828 of a New Ordinary Share or 35 pence in cash. Subject to the terms of the Offer, acceptances from Qualifying Warrantholders in respect of up to 26 per cent. of the total number of Warrants held by them will be met in full.

·; To ensure certainty of compliance with the relevant provision of the Listing Rules described above, the Company has received irrevocable undertakings to accept the Offer from certain Directors, parties related to them and other key Warrantholders (representing 77.4 per cent. of the total Warrants outstanding) in respect of 36.3 million Warrants.

·; The largest two institutional investors and certain Directors have undertaken to accept New Ordinary Shares. If all of the remaining Warrantholders elect for the cash alternative, the total cash cost to the Company of implementing the Offer would be approximately £4.0 million.

·; Current trading - In the year to date, the Group has let 145,000 sqm of space on long term leases, increasing its consolidated, annualised net operating income (NOI) to $78 million from $61.8 million at 31 December 2009. In addition, it has signed pre let agreements (PLAs) of $3.9m million and letters of intent (LOIs) of $9.8million on lettings of 128,400 sqm. On conversion of the PLAs and LOIs, this will increase the consolidated, annualised NOI to $91.7m.

·; The portfolio is now 69 per cent. let or pre let, increasing to 78 per cent. on conversion of LOIs and has an estimated rental value of $124 million when fully let at current rental levels.

Glyn Hirsch, Chief Executive Officer of the Company, said:

"We are delighted to announce that we are moving the Ordinary Shares and Warrants from AIM to the Official List. Our shareholders should benefit from the extra profile and interest that a full listing brings. We need to implement the Offer in order to be eligible for the Official List and I am pleased that our two largest Warrantholders are showing their commitment to the Company by undertaking to convert a significant proportion of their Warrants into New Ordinary Shares.

We are making good progress on letting and the occupier trends in our niche market continue to be positive".

Enquiries

The Offer

The Board today announces that it is proposing to make an offer to Warrantholders in relation to their Warrants. Under the proposal, the Company will offer Qualifying Warrantholders the opportunity to surrender Warrants on the basis set out below. As a result of the Offer, 36,256,016 Warrants will be cancelled following which the Company will be in a position to comply with the relevant provision of the Listing Rules which requires that the total of all warrants and options to subscribe for equity shares must not exceed 20 per cent. of the issued share capital of a company. This in turn will allow the Company to move the listing of its Ordinary Shares from AIM to the Official List. In addition, the Company will also be able to move the listing of its Warrants to the Official List.

On the terms and subject to the conditions of the Offer, which will be set out in full in the Offer Document, the Company will offer Qualifying Warrantholders the ability to surrender Warrants in consideration for the issue of New Ordinary Shares or a cash payment on the following basis and subject to the scaling back described below:

For each Warrant surrendered, the issue of 0.828 of a New Ordinary Share or 35 pence in cash

The choice whether to receive either a cash payment from the Company or New Ordinary Shares will be solely at Qualifying Warrantholders' election. Fractions of New Ordinary Shares will not be issued to Qualifying Warrantholders who accept the Offer and elect to receive New Ordinary Shares and any fractional entitlements to New Ordinary Shares will be disregarded.

Qualifying Warrantholders will not be able to elect to receive a combination of cash and New Ordinary Shares pursuant to the Offer. Only 36,256,016 Warrants will be surrendered pursuant to the Offer. Consequently, in accordance with each Qualifying Warrantholder's Pro Rata Entitlement, acceptances from Qualifying Warrantholders in respect of up to 26 per cent. of the total number of Warrants held by them will be met in full, subject to the terms and conditions of the Offer (which will be set out in full in the Offer Document). Any acceptances received from Qualifying Warrantholders in excess of their Pro Rata Entitlement will be scaled back pro rata (with the scaled back number of Warrants to be surrendered being rounded down to the nearest whole number) to ensure that the total number of Warrants surrendered pursuant to the Offer is 36,256,016. The scaling back will be effected by allocating the 36,256,016 Warrants to be surrendered pursuant to the Offer as follows:

(a) Each Qualifying Warrantholder's acceptance of the Offer up to his Pro Rata Entitlement will be met in full; and

(b) The remaining Warrants available for surrender pursuant to the Offer after taking into account the Warrants to be surrendered pursuant to sub- paragraph (a) above will be allocated between those Qualifying Warrantholders who have accepted the Offer in respect of an amount of Warrants in excess of their respective Pro Rata Entitlement in the proportion that the amounts of excess Warrants surrendered by each such Qualifying Warrantholder (i.e. over his Pro Rata Entitlement) bears to the total amount of excess Warrants surrendered by all such Qualifying Warrantholders (i.e. over the aggregate amount of their Pro Rata Entitlements).

In this context, certain Directors, parties related to them and Warrantholders have irrevocably undertaken to accept the Offer in respect of, in aggregate, 36,256,016 Warrants to ensure that 36,256,016 Warrants are surrendered pursuant to the Offer. Such acceptances are subject to the scale-back provisions detailed above to the extent that other Warrantholders accept the Offer. Details of the irrevocable undertakings are set out below. Those Directors, parties related to them and Warrantholders who have executed irrevocable undertakings are entitled to accept the Offer in respect of a number of Warrants exceeding the number that is the subject of their undertaking. The decision of the Company as to the treatment of any issues arising from scaling back will be conclusive and binding on all Warrantholders.

The maximum number of New Ordinary Shares that could be issued in connection with the Offer will be 27 million, which assumes that, other than Anton Bilton who has irrevocably elected to receive a cash payment, no other Qualifying Warrantholders elect to receive a cash payment pursuant to the Offer. Assuming that this number of New Ordinary Shares are issued and that no further Ordinary Shares are issued in the period between the date of this announcement and the date on which the Offer completes, the issued ordinary share capital of the Company will, immediately following that date, comprise 542.7 million Ordinary Shares.

Background to, and reasons for, the Offer

In the Company's Annual Report and Financial Statement for the year ended 31 December 2009, published on 26 March 2010, the Company re-emphasised its plans to move the listing of its Ordinary Shares from AIM to the Official List, but noted that, due to the requirements of the Listing Rules, it was unable to do so whilst the Company's issued options and warrants to subscribe for Ordinary Shares of the Company represented more than 20 per cent. of its issued ordinary share capital. Following completion of the Offer and cancellation of the Warrants surrendered, the Company will be in a position to move its listing of Ordinary Shares to the Official List.

In light of the proposed move of the listing of the Warrants and Ordinary Shares to the Main List, the Company considers that it would be more appropriate for the Preference Shares to be listed on the Main List once the criteria for such listing have been satisfied (primarily sufficient preference shares being held in public hands). In light of this the Company will keep the position under review and once the criteria for such move have been satisfied it will seek to move the listing of the Preference Shares to the Main List at the first appropriate opportunity thereafter. Whilst there can be no guarantee or assurance given that this will be the case (as, inter alia, satisfaction of some of the relevant criteria for the move are outside of the Company's control), the Company hopes that such move will take place in the next 12 months.

Irrevocable undertakings in respect of the Offer

The Company has received irrevocable undertakings from certain Directors, parties related to them and the other Warrantholders to accept the Offer in respect of a sufficient number of Warrants to ensure that 36,256,016 Warrants will be surrendered pursuant to the Offer such that the number of options and warrants in issue following completion of the Offer will represent less than 20 per cent. of the Company's issued ordinary share capital. Details of such irrevocable undertakings are set out below:

*Subject to scaling back.

(1) These Warrants are held by The Lorier Retirement Annuity Trust Scheme, of which Colin Smith is a trustee and beneficiary.

(2) The total includes Warrants which have been allocated by the remuneration committee to the individuals. These Warrants are held in a number of different trust schemes where the individual is a beneficiary.

(3) The Organon SIPP re Anton Bilton is a Self Invested Personal Pension of which Anton Bilton is a trustee and beneficiary.

(4) The Godfrey Bilton Life Interest Settlement Trust of 1st Floor, 21 Knightsbridge, London SW1X 7LY, was formed on 17 June 2002. Its trustees are Brenda Patterson and Martin Davies and its beneficiaries are the Life Tenant (being Anton Bilton's children) and their children and remoter issue (grandchildren, great grandchildren and so on).

(5) The Bilton Family Discretionary Settlement Trust of 1st Floor, 21 Knightsbridge, London SW1X 7LY was formed on 17 October 2007. Its trustees are Brendan Patterson, Anton Bilton and Martin Davies and its intended beneficiaries are Anton Bilton's children, remoter issue, father, siblings, charitable organisations and anyone who the trustees shall add to the beneficiary class. Anton Bilton and his wife are excluded from benefiting from the Trust.

(6) The Bilton Charitable Foundation, of 1st Floor, 21 Knightsbridge, London, SW1X 7LY, was formed on 26 March 2007. Its trustees are Brendan Patterson, Anton Bilton, Martin Davies and Lisa Bilton and its beneficiaries are as nominated at the discretion of the trustees.

(7) The Anton Bilton EFRBS holds the Warrants via Cenkos Channel Islands Nominee Company Limited with Anton Bilton as the beneficiary.

The New Ordinary Shares

The New Ordinary Shares will, when issued, be credited as fully paid and will rank pari passu in all respects with the Existing Ordinary Shares including their right to receive all future dividends or other distributions declared, made or paid after the date of their issue.

Related Party Transaction

The irrevocable undertaking in respect of the Offer entered into between Invesco and the Company constitutes a related party transaction under Rule 13 of the AIM Rules for Companies. The Directors consider, having consulted with Numis, its nominated adviser, that the terms of the irrevocable undertaking are fair and reasonable insofar as the Warrantholders are concerned.

Timing

An Offer Document containing the detailed terms and conditions of the Offer and an associated form of acceptance will be posted to Warrantholders simultaneously with the publication of the Prospectus, which is expected shortly. A further announcement will be made at that time and will include a full timetable for the Offer and the move to the Official List, which are expected to complete by the end of July.

Definitions

In this announcement:

"Admission" means admission of the Ordinary Shares and the Warrants (other than those surrendered pursuant to the terms of the Offer) to the Official List and to trading on the Main Market of the London Stock Exchange becoming effective

"AIM" means AIM, a market operated by the London Stock Exchange

"Directors" or "Board" means the directors of the Company as at the date of this announcement

"FSMA" means Financial Services and Markets Act 2000, as amended

"Group" means the Company and its subsidiaries

"Listing Rules" means the rules of the UKLA relating to the companies admitted to the Official List

"London Stock Exchange" means London Stock Exchange plc

"New Ordinary Shares" means new Ordinary Shares to be allotted and issued to Qualifying Warrantholders pursuant to the terms of the Offer

"Numis" means Numis Securities Limited

"Offer" means the offer to be made by the Company to Warrantholders for them to surrender 36,256,016 Warrants in return for either the issue of New Ordinary Shares or a cash payment on the terms and subject to the conditions set out in the Offer Document, including, where the context requires, any subsequent revisions, variations, extensions or revival of such Offer

"Offer Document" means the document to be sent to Warrantholders which contains further details of, and the terms and conditions relating to, the Offer

"Official List" means the official list of the UKLA

"Ordinary Shares" means ordinary shares of £0.01 each in the capital of the Company

"Preference Shares" means the cumulative redeemable preference shares of £0.01 each in the capital of the Company

"Pro Rata Entitlement" means a Qualifying Warrantholder's registered holding of Warrants at the Record Date multiplied by 26 per cent.

"Prospectus" means the prospectus, accompanying the Offer Document, relating to the Offer and Admission

"Qualifying Warrantholder" means a Warrantholder on the register of Warrantholders of the Company at the Record Date

"Record Date" means 5.00 p.m. on the date on which the Directors shall determine (in their absolute discretion) that the Offer shall close, which date shall be set out in the Offer Document

"UKLA" means the Financial Services Authority of the United Kingdom in its capacity as the competent authority for the purposes of Part VI of FSMA

"Warrant" means a warrant to subscribe for 1 Ordinary Share at 25 pence per Ordinary Share

"Warrantholder" means a holder of a Warrant

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