Offer Update

Dunedin Enterprise Inv Trust PLC 8 June 2001 Not for release, publication or distribution in or into the United States, Canada, Australia or Japan. PRESS ANNOUNCEMENT FOR IMMEDIATE RELEASE 8 June 2001 Dunedin Enterprise Investment Trust PLC RECOMMENDED OFFER BY CAZENOVE & CO. LTD ON BEHALF OF DUNEDIN ENTERPRISE INVESTMENT TRUST PLC FOR GROUP TRUST PLC Offer declared unconditional in all respects The directors of Dunedin Enterprise announce that all the conditions to the Offer have been satisfied or waived and that the Offer is hereby declared unconditional in all respects. Dealings commence today on the London Stock Exchange in the New Dunedin Enterprise Shares, which do not rank for the Dunedin Enterprise final dividend for the financial year ended 30 April 2001. As at 3.00 p.m. on 7 June 2001 Dunedin Enterprise had received valid acceptances of the Offer in respect of 54,525,889 Group Shares, representing 98.39% of Group's issued share capital. Valid elections under the Partial Cash Alternative were received in respect of 7,743,529 Group Shares (including 2,086,344 Group Shares from Legal & General, as per the announcement of 16 May 2001). Valid elections for the Additional Cash Election were received in respect of 16,106,813 Group Shares; in accordance with the terms of its acceptance (as set out in the announcement of 16 May 2001), Legal & General is deemed not to have made an Additional Cash Election. The Partial Cash Alternative and Additional Cash Election have now closed in accordance with the announcement made on 25 May 2001. Valid elections under the Partial Cash Alternative will be satisfied in full. With regard to elections under the Additional Cash Election, Group Shareholders will receive cash in respect of approximately 32.21 per cent. of the Group Shares for which valid elections were made. A Group Shareholder who elected in full for the Partial Cash Alternative and Additional Cash election will receive cash in respect of approximately 47.59 per cent. of his holding. In addition, acceptances that are not complete in all respects have been received in respect of 52,816 Group Shares, representing 0.10 per cent. of Group's issued share capital. The Offer will remain open for acceptance until further notice. The board of Dunedin Enterprise urges Group Shareholders to accept the Offer without delay if they have not already done so. As Dunedin Enterprise has received valid acceptances under the Offer in respect of over 90 per cent. of Group Shares, it intends to acquire compulsorily any remaining Group Shares under the provision of sections 428 - 430F (inclusive) of the Companies Act 1985. Enquiries: Angus Gordon Lennox / Richard Locke 020 7588 2828 Cazenove & Co. Ltd 1. The figure for valid acceptances received includes 25,000 Group Shares in which Brian Finlayson, who is deemed to be acting in concert with Dunedin Enterprise, is interested. 2. Dunedin Enterprise held no shares in Group before the Offer period commenced and, except pursuant to the Offer, it has not acquired or agreed to acquire any Group Shares during the Offer period. 3. The expressions used in this announcement, unless the context otherwise requires, bear the same meaning as in the Offer Document and Listing Particulars issued by Dunedin Enterprise dated 3 May 2001. Cazenove & Co. Ltd, which is regulated by The Securities and Futures Authority Limited, is acting exclusively for Dunedin Enterprise Investment Trust plc in relation to the Offer and will not be responsible to any other person for providing the protections afforded to customers of Cazenove & Co. Ltd or for advising any other person on the contents of this announcement or any matter referred to herein. END
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