Issue of Equity

Deutsche Equity Income Trust PLC 12 January 2004 Deutsche Equity Income Trust PLC Share Issuance Programme Deutsche Equity Income Trust plc ('Company') announces that it has put in place a share issuance programme pursuant to which ordinary shares of 25p each in the Company ('Ordinary Shares') may be placed with investors from time to time by Dresdner Kleinwort Wasserstein Securities Limited ('DrKW'), the Company's broker ('Share Issuance Programme'). DrKW will act as sole placing agent pursuant to a placing agreement entered into between the Company, DrKW and the Company's manager (Deutsche Investment Trust Managers Limited ('DITM')) ('Placing Agreement'). Under the programme, Ordinary Shares will be issued for cash at a price not less than two per cent. above the total of the net asset value and accrued undistributed revenue per Ordinary Share calculated as at the close of business on the day prior to the date on which the relevant Ordinary Shares are placed by DrKW (as explained more fully below). The Ordinary Shares issued under the programme ('Placing Shares') will be issued free of stamp duty and commission and will, when issued, be credited as fully paid and will rank pari passu in all respects with the then issued Ordinary Shares in the capital of the Company. If the Company has any Ordinary Shares held as treasury shares, it may satisfy any application for Placing Shares out of its treasury shares. The terms and conditions set out in the Appendix to this Announcement will apply to all applications for Placing Shares under the programme. Investment professionals interested in applying for Placing Shares should contact the DrKW Sales Team at 020 7475 6702. Appendix Terms and Conditions of the Share Issuance Programme By participating in the Share Issuance Programme, investors ('Placees') are deemed to have read, understood and accepted all the terms and conditions in this Appendix and to be providing the representations, warranties, confirmations, acknowledgements and undertakings contained in this Appendix. Placing Price Placing Shares will be issued at a price per share ('Placing Price') which shall be the higher of: i. the Adjusted NAV per Ordinary Share, which will be the amount equal to 102 per cent. of the total of the Company's net assets and accrued undistributed revenue as at the close of business on the Business Day immediately prior to the date on which the Placing Shares are to be placed by DrKW (the 'Calculation Time'), divided by the number of Ordinary Shares in issue as at the Calculation Time (ignoring for these purposes any Ordinary Shares held in treasury) and rounded up to the nearest one-tenth of a penny; and ii. the prevailing bid price per Ordinary Share immediately prior to the relevant Placing Shares being placed by DrKW with the relevant Placee. For the purpose of this Announcement, 'Business Day' shall mean a day (other than a Saturday or a Sunday) on which clearing banks are open for a full range of banking transactions in London. Procedure for participating in the Share Issuance Programme Each Placee's oral confirmation to DrKW of its application for a certain number of Placing Shares at the relevant Placing Price together with DrKW's acceptance thereof (as the Company's agent) will constitute a legally binding agreement ('Trade') pursuant to which such Placee will be required to subscribe (or, in the case of treasury shares, purchase) and pay for such number of Placing Shares at the Placing Price, on the terms and subject to the conditions set out in this Appendix. A written confirmation in respect of the Trade will be despatched to the Placee as soon as reasonably practicable after the date of the Trade ('Trade Date'). Please note that DrKW shall be entitled to effect the placing of Placing Shares by such alternative method as it shall in its sole discretion determine. Each Placee agrees that if the Company has any Ordinary Shares held as treasury shares, it may satisfy any application for Placing Shares under this programme out of its treasury shares and these terms and conditions will apply. Conditions of the Share Issuance Programme DrKW shall be entitled at its absolute discretion not to accept any application for Placing Shares. Any acceptance of an application for Placing Shares shall be conditional on the Company allotting (or, in the case of treasury shares, transferring) such Placing Shares within three Business Days of the Trade Date in accordance with the Placing Agreement. If the above condition is not fulfilled, the relevant Trade will lapse and all the relevant Placee's rights and obligations hereunder shall cease and determine at such time and no claim may be made by the Placee in respect thereof. Registration and Settlement Settlement of transactions in Placing Shares will take place within the CREST system three Business Days after the relevant Trade Date (or such other date as may be agreed between DrKW and the relevant Placee) ('Settlement Date'). The Company will deliver the Placing Shares to a CREST account operated by DrKW (ISIN Code GB0000897198) as the Company's agent for onward settlement to each Placee's CREST account. As part of settlement, Placees must ensure that they have sufficient monies in their CREST account to pay the full amount payable in respect of the Placing Shares for which they have applied, and ensure that their CREST accounts enable payment for their Placing Shares to be made to the CREST account operated by DrKW on the Settlement Date against delivery by DrKW of the Placing Shares. The Placing Shares will be delivered to the Placees in uncertificated form by registration to such CREST member account details of which are provided by the Placee to DrKW, against payment of the Placing Price. The Placing Shares will be (subject to paragraph 6 below under the heading 'Representations and Warranties') free of stamp duty, stamp duty reserve tax, PTM levy and commission. DrKW reserves the right to require settlement for and delivery of the Placing Shares by such other means that it deems necessary if delivery or settlement is not possible within the CREST system (including procuring the issue of shares in certificated form). Interest will be chargeable daily on payments to the extent that value is received after the due settlement date at the rate of two per cent. above the base rate from time to time of Barclays Bank plc. If any Placee fails to pay the full Placing Price, in respect of the Placing Shares for which it has applied, on the Settlement Date or fails to comply with any other obligation set out in these terms and conditions, DrKW shall be deemed to be authorised by the Placee (but shall not be obliged) to sell the Placee's Placing Shares on behalf of such Placee to any third party and retain from the proceeds, for the Company's account and benefit, an amount equal to the Placing Price plus any interest due. Each such Placee (and any person acting on its behalf) is deemed irrevocably to have appointed any director of DrKW as its agent for the purpose of executing and delivering any document on its behalf necessary to facilitate the sale of that Placee's Placing Shares. The relevant Placee will, however, remain liable for any shortfall in such proceeds below the Placing Price and such Placee will be required to bear any stamp duty or stamp duty reserve tax (together with any interest or penalties) which may arise upon DrKW's sale of its Placing Shares on its behalf. Placees will not be entitled to receive any fee or commission in connection with the Share Issuance Programme or the sale of Placing Shares to any third party. Representations and Warranties By applying for Placing Shares, each Placee (and any person acting on its behalf) confirms, acknowledges, represents and warrants to DrKW (for itself and on behalf of the Company): 1. that it has read and understood this Announcement in its entirety and, in particular, has read, understood, and accepted these terms and conditions and that the only information on which it has relied in agreeing to take up Placing Shares is that contained in this Announcement and the Company's latest annual report and accounts and subsequent interim report and accounts, if any, (to the extent that any information therein has not been superseded or become out of date), and it has not relied on any other document, information, representation, warranty or statement made by any person and that none of the Company, DrKW or DITM nor any of its or their respective directors, officers, agents, employees or advisers or any person acting on behalf of any of them shall have any liability for any such other information, representation, warranty or statement provided that nothing in this paragraph shall exclude the liability of any person for any fraudulent misrepresentation; 2. that the contents of this Announcement are exclusively the responsibility of the Company and that neither DrKW nor any person acting on its behalf is responsible for or shall have any liability for any information, representation or statement relating to the Company contained in this Announcement or any information previously published by or on behalf of the Company and will not be liable for any Placee's decision to participate in the Share Issuance Programme based on any information, representation or statement contained in this Announcement or otherwise; 3. that it has not received a prospectus or other offering document and has relied on its own investigation of the business, financial or other position of the Company in deciding to apply for Placing Shares; 4. that it has complied with all applicable laws and regulations of all relevant territories, and obtained all requisite governmental or other consents which may be required in connection with its application for Placing Shares, that it has complied with all requisite formalities and has not taken any action or omitted to take any action which would or might result in DrKW, the Company or DITM or any of their respective directors, officers, agents, employees or advisers or any person acting on behalf of any of them acting in breach of the legal or regulatory requirements of any territory in connection with the Share Issuance Programme or such Placee's application for Placing Shares; 5. that this Announcement, these terms and conditions and its application for Placing Shares are governed by and construed in accordance with English law and that it hereby submits (on its own behalf and on behalf of any person for whom it is acting) to the exclusive jurisdiction of the English courts; 6. that it is not liable to stamp duty or stamp duty reserve tax under any of sections 67, 70, 93 or 96 of the Finance Act 1986 (depositary receipts and clearance services); 7. that it has all necessary capacity and has obtained all necessary consents and authorities to enable it to apply for Placing Shares and to perform its obligations in relation thereto (including, without limitation, in the case of any person on whose behalf it is acting) all necessary consents and authorities to agree to the terms and conditions set out or referred to in this Announcement; 8. that it is a person who falls within the provisions of Article 19 or 49 of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2001 (as amended); 9. that it has only communicated or caused to be communicated and will only communicate or cause to be communicated any invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000 ('FSMA')) relating to the Placing Shares in circumstances in which section 21(1) of FSMA does not require approval of the communication by an authorised person; 10. that it has complied and will comply with all applicable provisions of FSMA with respect to anything done by it in relation to the Placing Shares in, from or otherwise involving the United Kingdom; 11. that to the extent applicable to it (a) it is are aware of its obligations in connection with money laundering under the Criminal Justice Act 1993, (b) it has identified its clients in accordance with The Money Laundering Regulations 1993 (as amended) (the 'Regulations'), and (c) it has complied fully with its obligations pursuant to the Regulations; 12. that its obligations hereunder shall not (save in the case of fraudulent misrepresentation) be capable of rescission or termination by it in any circumstances whatsoever; 13. that it is not a US Person (as defined in Regulation S under the US Securities Act of 1933 as amended ('Securities Act')) and that the Placing Shares have not been and will not be registered under the Securities Act and it will not offer or sell the Placing Shares in the United States and has not engaged and will not engage in any 'directed selling efforts' (as defined in Regulation S under the Securities Act) with respect to the Placing Shares; 14. that it is not a resident of Australia, Canada or Japan and the Placing Shares have not been and will not be registered under the securities legislation of Australia, Canada or Japan and, subject to certain exceptions (with which it is the Placee's responsibility to comply), may not be offered, sold, taken up, renounced or delivered or transferred, directly or indirectly, within those jurisdictions; 15. that the person who it specifies for registration as holder of the Placing Shares will be either (i) itself or (ii) its nominee; 16. that neither DrKW nor the Company will be responsible for any liability to stamp duty or stamp duty reserve tax resulting from a failure by a Placee to comply with paragraph 6 above; 17. that when it or any person acting on its behalf is dealing with DrKW, any money held in an account with DrKW on its behalf and/or any person acting on its behalf will not be treated as client money within the meaning of the relevant rules and regulations of the Financial Services Authority which therefore will not require DrKW to segregate such money, as that money will be held by it under a banking relationship and not as trustee; 18. that any application for Placing Shares is made on the basis that it is not and will not be a customer of DrKW for the purposes of the rules of the Financial Services Authority and that DrKW does not have duties or responsibilities to it for providing the protections afforded to its customers under such rules or for providing advice in relation to the Share Issuance Programme; and 19. that the Company, DITM and DrKW and their respective directors, officers, agents, employees and advisers and others will rely upon the truth and accuracy of the foregoing representations, warranties and acknowledgements and confirmations. Undertakings By applying for Placing Shares, each Placee (and any person acting on its behalf) undertakes to DrKW (for itself and on behalf of the Company) that: 1. it will ensure that its CREST account enables delivery of the Placing Shares for which it has applied to be made to it and it will pay for the Placing Shares acquired by it within three Business Days of the Trade Date (or such later date as may be agreed in writing by DrKW in its sole discretion) in accordance with these terms and conditions, failing which the relevant Placing Shares may be placed with other persons or sold as DrKW in its sole discretion determines; 2. it will acquire, hold, manage or dispose of the Placing Shares that are allocated to it only for the purposes of its business; and 3. to the extent that it is liable to stamp duty or stamp duty reserve tax under any of sections 67, 70, 93 or 96 of the Finance Act 1986 (depositary receipts and clearance services), will bear any stamp duty and stamp duty reserve tax as a consequence of the same. By applying for Placing Shares, each Placee (and any person acting on its behalf) hereby irrevocably appoints any director of DrKW as its agent for the purpose of executing and delivering to the Company and/or its registrars any documents on its behalf necessary to enable it to be registered as the holder of such Placing Shares. IMPORTANT INFORMATION Members of the public are not eligible to take part in the Share Issuance Programme. This Appendix and the terms and conditions set out herein are directed only at persons who are 'investment professionals' as described in Article 19 or 'high net worth companies' as described in Article 49 of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2001 (as amended) or to whom it may otherwise be lawfully communicated (all such persons together being referred to as 'relevant persons'). This Appendix and the terms and conditions set out herein must not be acted on or relied on by persons who are not relevant persons. Any investment activity to which this Appendix and the terms and conditions set out herein relates is available only to relevant persons and will be engaged in only with relevant persons. For further information please contact: John Murray at Deutsche Investment Trust Managers Limited Tel: 020 7545 0108 Andrew Zychowski at Dresdner Kleinwort Wasserstein Securities Limited Tel: 020 7623 8000 Tom Harris at Dresdner Kleinwort Wasserstein Securities Limited Tel: 020 7623 8000 M Pope Joint Company Secretary END 12 January 2004 This information is provided by RNS The company news service from the London Stock Exchange
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