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Perpetual Inc&Growth (PLI)

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Friday 08 April, 2005

Perpetual Inc&Growth

Increased Offer for Securities Trust of Scotlan...


 Not for release, publication or distribution, in whole or in part, in or into 
 the United States, Canada, Japan or Australia or any other jurisdiction where 
to do so would constitute a violation of the relevant laws of such jurisdiction

                             For Immediate Release                             

                                 8 April 2005                                  

                                INCREASED OFFER                                

                                      by                                       

                       Intelli Corporate Finance Limited                       

                                 on behalf of                                  

          PERPETUAL INCOME AND GROWTH INVESTMENT TRUST PLC ('PIGIT')           

                                      for                                      

                   SECURITIES TRUST OF SCOTLAND PLC ('STS')                    

                                      and                                      

         BONUS ISSUE OF SUBSCRIPTION SECURITIES TO PIGIT SHAREHOLDERS          

SUMMARY

The PIGIT Board announces the terms of an increased offer for the entire issued
and to be issued share capital of STS. The key features of the Increased Offer,
which will be made by Intelli Corporate Finance on behalf of PIGIT, are as
follows:

    Increased consideration                                                   
                                                                               
     -    For each STS Share                such number of New PIGIT Shares    
                                            as shall have a value, at the FAV  
                                            per PIGIT Share, equal to 99.25%   
                                            of the FAV per STS Share           
                                                                               
                                                           and                 
                                                                               
                                            one Offer Subscription Security    
                                            for every 10 New PIGIT Shares      
                                            issued (with an Offer              
                                            Subscription Securities Partial    
                                            Cash Alternative)                  
                                                                               
    Increased partial cash alternative                                        
                                                                               
     -    For each STS Share acquired       cash equal to 98.0% of the FAV     
          pursuant to the Increased Offer   per STS Share                      
          Partial Cash Alternative                                             
                                                                               
     -    Basic cash entitlement increased to 50%, with the option for         
          electing for more (excess elections will be satisfied to the extent  
          that other STS Shareholders do not elect for all or part of their    
          Increased Basic Cash Entitlement)                                    
                                                                               
    Matched increased STS dividends                                           
                                                                               
     -    Second interim and special dividends proposed by the STS Board       
          matched                                                              
                                                                               
    Significant reduction in STS's implementation costs                       
                                                                               
     -    Cost associated with early repayment of STS's long-term debt         
          substantially reduced, saving approximately 0.8p per STS Share       
                                                                               
    Significant additional contribution from INVESCO                          
                                                                               
     -    Underwriting of a proportion of the Subscription Securities to be    
          issued, facilitating a partial cash alternative to Subscription      
          Securities - aggregate value of underwriting is £4.0 million         
                                                                               
     -    Contribution to costs equivalent to 12 months' termination fee       
          under STS's existing investment management arrangements              
          (termination fee actually due to Martin Currie will be around 67%    
          of this contribution)                                                
                                                                               
    Greater certainty in value than STS Board's Proposals                     
                                                                               
     -    Illustrative financial effects as at 6 April 2005 (being the latest  
          practicable date prior to this announcement)                         
                                                                               
          Election per STS Share          Impact on    Impact on      Impact on
                                       Market Value    Net Asset         Income
                                                           Value               
                                                                               
          STS's Board Proposals                                                
                                                                               
          New Securities Trust                    -       -4.3%*          0.0%*
                                                                               
          Lowland                             0.5%*       -5.6%*        -41.7%*
                                                                               
          Cash                                3.9%*       -4.5%*         -3.7%*
                                                                               
          Increased Offer                                                      
                                                                               
          New PIGIT Securities only            2.7%        -4.1%         -34.8%
                                                                               
          New PIGIT Securities and             2.4%        -5.2%         -20.1%
          Increased Basic Cash                                                 
          Entitlement                                                          
                                                                               
          Cash only                            2.1%        -6.2%          -5.3%
                                                                               
     -    *Uncertainty regarding financial impact of STS Board's Proposals,    
          e.g.                                                                 
                                                                               
          -    adverse impact on all elections if, as would typically be the   
               case, STS's liquidators retain assets to meet unforeseen        
               liabilities that may arise during the liquidation process and   
               such retention is not included in STS's estimated £2.4 million  
               costs                                                           
                                                                               
          -    further adverse impact on election for New Securities Trust     
               once all costs payable by New Securities Trust (e.g. stamp      
               duty) accounted for                                             
                                                                               
          -    uncertainty regarding impact on election for Lowland until all  
               costs payable by Lowland (e.g. stamp duty and advisory costs)   
               accounted for                                                   
                                                                               
          -    cash value will be reduced after portfolio realisation costs    
               taken into account                                              
                                                                               
     -    Increased Offer takes into account all costs of both PIGIT and STS   
                                                                               
    Quicker to implement than STS Board's Proposals                           
                                                                               
     -    Increased Offer expected to be wholly unconditional by early May     

Overall, the Increased Offer is superior to the STS Board's Proposals.

The PIGIT Board also announces a bonus issue of Subscription Securities (with a
Bonus Issue Partial Cash Alternative) to PIGIT Shareholders on PIGIT's register
of members on the Bonus Issue Record Date. The Bonus Issue is not conditional
on the Increased Offer becoming or being declared unconditional in all respects
although the Bonus Issue Partial Cash Alternative is so conditional.

The Subscription Securities to be issued pursuant to the Increased Offer and/or
the Bonus Issue will, subject to obtaining Warrantholders' Approval, be in the
form of Subscription Shares. In the event that such approval is not obtained,
the Subscription Securities will be issued in the form of New Warrants. In any
event, the rights attaching to the Subscription Shares will, for all material
purposes, be similar to those of the New Warrants. The Subscription Shares,
however, will be qualifying investments for the purposes of an existing PEP and
for the stocks and shares component of an ISA; the New Warrants will not. Each
Subscription Security will have largely similar terms to the Existing PIGIT
Warrants but will confer the right to subscribe, on 31 August in any of the
years 2006 to 2013 (inclusive), for one PIGIT Share at a price equal to 110% of
the net asset value per PIGIT Share as at the close of business on the
Unconditional Date or, if earlier, the Bonus Issue Record Date.

Sir Patrick Sheehy, chairman of PIGIT, said:

'We were surprised that, despite the fact that our Increased Offer is superior
to the STS Board's proposals, they did not acknowledge the merits of our
improved offer. We believe that the majority of STS Shareholders will want to
roll over their investment and, both on a net asset value basis and a market
value basis, our Increased Offer beats the two rollover options under the STS
Board's proposals. We are therefore confident of success.

Our Subscription Shares (similar to warrants) offer additional long-term value
to shareholders, giving them the opportunity to achieve added benefit from any
growth in the share price at no additional risk.

The enhancements to our offer have been achieved in a way which does not
materially alter the benefits of our Original Offer for PIGIT and its
shareholders.'

Enquiries

Perpetual Income and Growth Investment Trust  Sir Patrick         020 7065 3526
plc                                           Sheehy                           
                                                                               
Intelli Corporate Finance Limited             Gordon Neilly       020 7653 6312
                                                                               
INVESCO Asset Management Limited              Graeme Proudfoot    020 7065 3519
                                                                               
Lansons                                       Tony Langham/       07979 692287/
                                              David Masters        07786 394688

This summary should be read in conjunction with the full text of the following
announcement. The sources and bases of certain information included in this
summary and in the following announcement are set out in appendix 4 to the
following announcement. Appendix 5 to the following announcement contains
definitions of certain expressions used in this summary and in the following
announcement.

Intelli Corporate Finance, which is regulated and authorised in the United
Kingdom by the Financial Services Authority, is acting only for PIGIT and no
one else in connection with the Increased Offer, the Bonus Issue and Admission
and will not regard any other person as its client or be responsible to any
person other than PIGIT for providing the protections afforded to clients of
Intelli Corporate Finance, or for providing advice in relation to the Increased
Offer, the Bonus Issue, Admission or the contents of this announcement.

The law of certain jurisdictions may affect the availability of the Increased
Offer and/or the Bonus Issue to persons not resident in the United Kingdom.
Persons who are not resident in the United Kingdom, or who are subject to the
laws of any jurisdictions other than the United Kingdom, should inform
themselves about, and observe, any applicable requirements. Further details in
relation to overseas STS Shareholders will be contained in the Increased Offer
Document.

Neither the Increased Offer nor the Bonus Issue will be made, directly or
indirectly, in or into, or by the use of the mails of, or by any means or
instrumentality (including, but not limited to, facsimile, email, telex or
other electronic transmission or telephone) of interstate or foreign commerce
of, or of any facility of a national, state or other securities exchange of,
the United States, Canada, Australia or Japan and the Increased Offer is not
capable of acceptance by any such use, means, instrumentality, facility or
otherwise from within the United States, Canada, Australia or Japan.
Accordingly, copies of this announcement must not be mailed or otherwise sent,
forwarded or distributed into, in or from the United States, Canada, Australia
or Japan, including to STS Shareholders and/or PIGIT Shareholders and/or
Existing Warrantholders with registered addresses in the United States, Canada,
Australia or Japan or to persons whom PIGIT or Intelli Corporate Finance know
to be custodians, nominees or trustees holding STS Shares and/or PIGIT Shares
and/or Existing PIGIT Warrants for persons with registered addresses in the
United States, Canada, Australia or Japan. Persons receiving or accessing a
copy of this announcement (including, without limitation, custodians, nominees
and trustees) should not send, forward or distribute it into, in or from the
United States, Canada, Australia or Japan or use such mails or any such means,
instrumentality or facility for any purpose, directly or indirectly, in
connection with the Increased Offer or the Bonus Issue and, in the case of the
Increased Offer, so doing may invalidate any acceptance of the Increased Offer.

This announcement is not an offer, or solicitation, of securities, or
solicitation of offers to purchase the New PIGIT Shares and/or Subscription
Securities in the United States, Canada, Australia or Japan. Neither the PIGIT
Shares nor the Subscription Securities have been, or will be, registered under
the US Securities Act or under the securities laws of any state, district or
other jurisdiction of the United States, or of Canada, Australia, Japan or any
other jurisdiction other than the UK and no regulatory clearances in respect of
the New PIGIT Shares and/or Subscription Securities have been, or will be,
applied for in any jurisdiction other than the UK. Accordingly, unless an
exemption under the US Securities Act or other relevant securities laws is
applicable, neither the New PIGIT Shares nor the Subscription Securities are
being, or may be, offered, sold, resold, delivered or distributed, directly or
indirectly, in or into the United States, Canada, Australia or Japan or to or
for the account or benefit of any US Person or person resident in the United
States, Canada, Australia or Japan.

 Not for release, publication or distribution, in whole or in part, in or into 
 the United States, Canada, Japan or Australia or any other jurisdiction where 
to do so would constitute a violation of the relevant laws of such jurisdiction

                             For Immediate Release                             

                                 8 April 2005                                  

                                INCREASED OFFER                                

                                      by                                       

                       Intelli Corporate Finance Limited                       

                                 on behalf of                                  

          PERPETUAL INCOME AND GROWTH INVESTMENT TRUST PLC ('PIGIT')           

                                      for                                      

                   SECURITIES TRUST OF SCOTLAND PLC ('STS')                    

                                      and                                      

         BONUS ISSUE OF SUBSCRIPTION SECURITIES TO PIGIT SHAREHOLDERS          

1.    Introduction                                                             

The PIGIT Board announces the terms of an increased offer, to be made by
Intelli Corporate Finance on behalf of PIGIT, for the entire issued and to be
issued share capital of STS. The background to, and terms of, the Original
Offer were set out in the Original Offer Document published on 10 March 2005.
The changes that have been made to the Original Offer can be summarised as
follows:

     INCREASED consideration: Accepting STS Shareholders will also receive one
      Offer Subscription Security for every 10 New PIGIT Shares issued to them 
      pursuant to the Increased Offer. The Offer Subscription Securities have  
      the attributes of a warrant and will entitle the holder to subscribe for 
      one PIGIT Share at the Subscription Price on 31 August in any of the     
      years 2006 to 2013 (inclusive). As at 6 April 2005 (being the latest     
      practicable date prior to this announcement), Intelli Corporate Finance  
      estimated the value of a Subscription Security to be 30.1p. A partial    
      cash alternative will be offered, allowing STS Shareholders to receive   
      cash instead of Offer Subscription Securities in respect of a proportion 
      of the Offer Subscription Securities to which they would otherwise be    
      entitled under the Increased Offer.                                      
                                                                               
     INCREASED partial cash alternative: PIGIT has increased the partial cash 
      alternative in two respects:                                             
                                                                               
      -    Under the Increased Offer Partial Cash Alternative, the value of the
           cash consideration will be increased to 98 per cent. (from 97 per   
           cent.) of the FAV per STS Share.                                    
                                                                               
      -    The basic cash entitlement will be increased to 50 per cent. (from  
           one-third). STS Shareholders will still be able to elect to receive 
           cash in respect of more than their Increased Basic Cash Entitlement 
           and excess elections will be satisfied to the extent that other STS 
           Shareholders do not elect for all or part of their Increased Basic  
           Cash Entitlement.                                                   
                                                                               
     MATCHING INCREASED STS dividends: PIGIT is increasing the dividends that 
      it proposed would be paid by STS following the Original Offer becoming   
      unconditional in all respects to match those proposed by the STS Board   
      under its proposals, namely a second interim dividend of 2.7p (increased 
      from 2.5p) per STS Share and a special dividend of 2.0p (increased from  
      0.5p) per STS Share.                                                     
                                                                               
     SIGNIFICANT REDUCTION in STS's implementation costs: The announcement of 
      the Original Offer enabled PIGIT to ascertain the identity of the holder 
      of STS's £50 million 6.25 per cent. Secured Bonds due 2031. PIGIT has    
      reached agreement with that holder whereby, upon the Increased Offer     
      becoming unconditional in all respects, STS will repay all of those bonds
      without incurring the full penalties associated with the early repayment 
      of those bonds, and PIGIT will issue a further £20 million of its        
      6.125 per cent. debenture stock 2014 to that holder at par and pay a     
      partial compensation amount. Had these arrangements been implemented on 6
      April 2005 (being the latest practicable date prior to this              
      announcement), the cost saving would have been approximately £2.3 million
      and PIGIT's debenture stock would have represented approximately 7.8 per 
      cent. of its total assets as enlarged by the Increased Offer (PIGIT's    
      existing debenture stock represented approximately 6.7 per cent. of its  
      existing total assets as at 6 April 2005). This cost saving results in an
      increase of approximately 0.8p in the FAV per STS Share.                 
                                                                               
     SIGNIFICANT ADDITIONAL CONTRIBUTION from INVESCO: INVESCO is contributing
      to the Increased Offer in two ways:                                      
                                                                               
      -    Notwithstanding the increase in the cash available under the        
           Increased Offer Partial Cash Alternative, INVESCO has agreed,       
           subject to the Increased Offer becoming unconditional in all        
           respects, to contribute to STS's costs incurred in connection with  
           PIGIT's offer an amount equivalent to 12 months' of termination fees
           under STS's existing investment management arrangements. According  
           to the Defence Document, notice of termination of STS's existing    
           investment management arrangements with Martin Currie will be       
           backdated to 1 January 2005. Accordingly, PIGIT estimates that      
           approximately one-third of INVESCO's contribution will be available 
           to meet non-investment management related costs, resulting in a     
           further 0.2p increase in the FAV per STS Share.                     
                                                                               
      -    INVESCO UK has agreed to underwrite up to £1.9 million of the cash  
           to be made available under the Offer Subscription Securities Partial
           Cash Alternative.                                                   

PIGIT also announces a bonus issue of Subscription Securities to PIGIT
Shareholders on PIGIT's register of members on the Bonus Issue Record Date.
INVESCO UK has agreed to underwrite up to £2.1 million of the cash to be made
available under the Bonus Subscription Securities Partial Cash Alternative
which will be offered on substantially the same terms as the Offer Subscription
Securities Partial Cash Alternative. The Bonus Issue is not conditional on the
Increased Offer becoming or being declared unconditional in all respects
although the Bonus Issue Partial Cash Alternative is so conditional.

2.    The Increased Offer                                                      

The Increased Offer, which will be on the terms and subject to the conditions
set out below and in appendix 3 to this announcement and to be set out in the
Increased Offer Document and the New Form of Acceptance, will be made on the
following basis:

      for each STS Share                such number of New PIGIT Shares        
                                        as shall have a value, at the FAV      
                                        per PIGIT Share, equal to 99.25        
                                        per cent. of the FAV per STS           
                                        Share                                  
                                                                               
                                                       and                     
                                                                               
                                        one Offer Subscription Security        
                                        for every 10 New PIGIT Shares          
                                        issued                                 

The number of New PIGIT Shares and Offer Subscription Securities to which
accepting STS Shareholders will become entitled under the Increased Offer
cannot be determined until the Increased Offer becomes or is declared
unconditional as to acceptances (when the Formula Asset Values will be
calculated). However, for illustrative purposes only, had the Unconditional
Date been 6 April 2005 (being the latest practicable date prior to this
announcement) and on the basis of the Principal Bases and Assumptions:

     the FAV per PIGIT Share would have been 197.45p and PIGIT estimates that 
      the FAV per STS Share would have been 107.83p;                           
                                                                               
     an accepting STS Shareholder would have been entitled to 542 New PIGIT   
      Shares and 54 Offer Subscription Securities for every 1,000 STS Shares   
      held;                                                                    
                                                                               
     the Increased Offer would have valued the entire issued share capital of 
      STS at approximately £324.1 million; and                                 
                                                                               
     the Attributable Market Value of an STS Share pursuant to the Increased  
      Offer would have been 108.38p, representing a premium of 2.7 per cent. to
      the Closing Price of 105.5p per STS Share on 2 March 2005 (being the last
      business day prior to the announcement of the Original Offer).           

On the basis of the Principal Bases and Assumptions (and assuming that no
elections were made for the Increased Offer Partial Cash Alternative), full
acceptance of the Increased Offer would have resulted in the issue of
approximately 165.1 million New PIGIT Shares, representing approximately 47.1
per cent. of the enlarged issued share capital of PIGIT following the Increased
Offer, and approximately 16.5 million Offer Subscription Securities,
representing approximately 47.1 per cent. of the Subscription Securities
proposed to be issued pursuant to the Increased Offer and the Bonus Issue.

As soon as practicable after the Increased Offer becomes or is declared
unconditional in all respects, PIGIT will procure that STS declares a second
interim dividend, in lieu of a final dividend, of 2.7p per STS Share in respect
of the financial year ended 31 March 2005, which accepting STS Shareholders
will be entitled to receive and retain. PIGIT will also procure that, as soon
as practicable after the Increased Offer becomes or is declared unconditional
in all respects, STS declares an additional special dividend of 2.0p per STS
Share in respect of the financial year ended 31 March 2005, which accepting STS
Shareholders will also be entitled to receive and retain. The Increased STS
Second Interim Dividend and the Increased STS Special Dividend will be paid to
STS Shareholders whose valid acceptances for the Increased Offer have been
received prior to the ex-dividend date (which will be shortly after the Wholly
Unconditional Date) or who are otherwise on the STS register of members on the
record date.

The STS Shares will be acquired by PIGIT, pursuant to the Increased Offer,
fully paid and free from all liens, equities, charges, encumbrances, rights of
pre-emption and any other interest of any nature whatsoever and together with
all rights now or hereafter attaching thereto, including voting rights and the
right to receive and retain in full all dividends and other distributions (if
any) declared, made or paid on or after 3 March 2005 (being the date on which
the Original Offer was announced) other than the Increased STS Second Interim
Dividend and the Increased STS Special Dividend.

The New PIGIT Shares will be issued credited as fully paid and will rank pari
passu in all respects with the existing issued PIGIT Shares, including the
right to receive and retain in full all dividends and other distributions
declared, made or paid on or after 3 March 2005 (being the date on which the
Original Offer was announced) in respect of the PIGIT Shares other than the
PIGIT Second Interim Dividend and to receive the Bonus Subscription Securities.
The Offer Subscription Securities will rank pari passu in all respects with the
Bonus Subscription Securities.

The Increased Offer will be conditional upon, amongst other things, obtaining
Shareholders' Approval at the Second EGM and the admission of the New PIGIT
Shares and the Offer Subscription Securities to the Official List and to
trading on the London Stock Exchange's market for listed securities. Further
information on the Second EGM is provided in paragraph 11 of this announcement.

3.    The Increased Offer Partial Cash Alternative                             

STS Shareholders may elect, under the terms of the Increased Offer, subject to
availability, to receive the consideration due to them under the Increased
Offer in cash, rather than in New PIGIT Securities, on the following basis:

      for each STS Share acquired       cash equal to 98.0 per cent. of        
      pursuant to the Increased Offer   the FAV per STS Share                  
      Partial Cash Alternative                                                 

Entitlements to the cash consideration under the Increased Offer PCA will be
rounded down to the nearest whole penny. For the avoidance of doubt, the
Increased STS Second Interim Dividend and the Increased STS Special Dividend
will be paid to all STS Shareholders irrespective of whether they make an
election under the Increased Offer Partial Cash Alternative.

For illustrative purposes only, had the Unconditional Date been 6 April 2005
(being the latest practicable date prior to this announcement) and on the basis
of the Principal Bases and Assumptions:

     the cash consideration payable for each STS Share acquired pursuant to   
      the Increased Offer PCA would have been 105.67p; and                     
                                                                               
     the Attributable Net Asset Value of an STS Share acquired pursuant to the
      Increased Offer PCA would have been 107.67p, representing a premium of   
      2.1 per cent. to the Closing Price of 105.5p per STS Share on 2 March    
      2005 (being the last business day prior to the announcement of the       
      Original Offer).                                                         

On the basis of the Principal Bases and Assumptions and assuming that each STS
Shareholder elects for their Increased Basic Cash Entitlement under the
Increased Offer Partial Cash Alternative, the aggregate cash consideration
payable under the Increased Offer PCA would have been £161.0 million. The cash
consideration payable under the Increased Offer Partial Cash Alternative will
be financed either from loan facilities arranged by PIGIT and/or from the sale
of some of PIGIT's investments, as the PIGIT Board may decide.

Accepting STS Shareholders will be entitled to receive cash in respect of up to
50 per cent. of the STS Shares in respect of which they accept the Increased
Offer under the Increased Offer Partial Cash Alternative. They may also elect
to receive cash under the Increased Offer Partial Cash Alternative in respect
of more than their Increased Basic Cash Entitlement. Satisfaction of elections
in excess of the Increased Basic Cash Entitlement will depend on the extent to
which other STS Shareholders do not elect to receive cash under the Increased
Offer PCA in respect all or part of their Increased Basic Cash Entitlement. To
the extent that such excess elections cannot be satisfied in full, they will be
scaled down on a pro rata basis.

Elections under the Increased Offer Partial Cash Alternative will not affect
the entitlements of those STS Shareholders who do not make any such elections.

The Increased Offer Partial Cash Alternative will remain open until the first
closing date of the Increased Offer. If the Increased Offer is not then
unconditional as to acceptances, PIGIT may (but is not obliged to) extend the
Increased Offer PCA to a later date. PIGIT has reserved the right to close the
Increased Offer PCA, notwithstanding that the Increased Offer may remain open
for acceptances. If the Increased Offer Partial Cash Alternative has been
closed, PIGIT has reserved the right to reintroduce the Increased Offer PCA,
subject to the rules of the City Code. The Increased Offer Partial Cash
Alternative is conditional on the Increased Offer becoming or being declared
unconditional in all respects.

4.   The Offer Subscription Securities Partial Cash Alternative                

STS Shareholders may elect, under the terms of the Increased Offer, subject to
availability, to receive cash, rather than Offer Subscription Securities to
which they would otherwise be entitled under the Increased Offer, on the
following basis:

      for each Offer Subscription       cash equal to the Subscription         
      Security that would otherwise be  Security Issue Price                   
      issued pursuant to the Increased                                         
      Offer                                                                    

For the avoidance of doubt, the Offer Subscription Securities Partial Cash
Alternative is not applicable in relation to STS Shares in respect of which
cash is paid or payable pursuant to the Increased Offer Partial Cash
Alternative.

For illustrative purposes only, had the Unconditional Date been 6 April 2005
(being the latest practicable date prior to this announcement) and on the basis
of the Principal Bases and Assumptions, the Subscription Security Issue Price
would have been 30.0p.

Accepting STS Shareholders will be entitled to receive cash in respect of a
proportion of the Offer Subscription Securities to which they would otherwise
be entitled under the Increased Offer. This proportion will not be known until
the Offer Subscription Securities Partial Cash Alternative has closed but it is
proposed that elections will be satisfied to the extent of the maximum cash of
£1.9 million available under the Offer Subscription Securities PCA. Accepting
STS Shareholders may also elect to receive cash under the Offer Subscription
Securities PCA in respect of more than their Offer Subscription Securities
Basic Cash Entitlement. Satisfaction of elections in excess of the Offer
Subscription Securities Basic Cash Entitlement will depend on the extent to
which other STS Shareholders do not elect to receive cash under the Offer
Subscription Securities PCA in respect of all or part of their Offer
Subscription Securities Basic Cash Entitlement. To the extent that such excess
elections cannot be satisfied in full, they will be scaled down on a pro rata
basis.

Elections under the Offer Subscription Securities Partial Cash Alternative will
not affect the entitlements of those STS Shareholders who do not make any such
elections.

INVESCO UK has agreed to underwrite the maximum of £1.9 million of cash to be
made available under the Offer Subscription Securities Partial Cash
Alternative. If the aggregate amount of cash the subject of valid elections
under the Offer Subscription Securities PCA would otherwise exceed £1.9
million, the election for cash to which an STS Shareholder would receive
thereunder will be scaled back.

Elections under the Offer Subscription Securities PCA (including the excess
application facility) will be satisfied to the extent practicable but will be
determined in such manner as the PIGIT Board shall in its absolute discretion
determine.

The Offer Subscription Securities PCA will remain open until the first closing
date of the Increased Offer. If the Increased Offer is not then unconditional
as to acceptances, PIGIT may (but is not obliged to) extend the Offer
Subscription Securities PCA to a later date. PIGIT has reserved the right to
close the Offer Subscription Securities PCA, notwithstanding that the Increased
Offer may remain open for acceptances. If the Offer Subscription Securities
Partial Cash Alternative has been closed, PIGIT has reserved the right to
reintroduce the Offer Subscription Securities PCA, subject to the rules of the
City Code and the agreement of INVESCO UK. The Offer Subscription Securities
Partial Cash Alternative is conditional on the Increased Offer becoming or
being declared unconditional in all respects.

5.   Acceptances of the Original Offer and elections for the Original Partial  
     Cash Alternative                                                          

Any STS Shareholder who has already accepted the Original Offer in respect of
any STS Shares will be deemed to have accepted the Increased Offer and, if that
shareholder made an election for the Original Partial Cash Alternative, to have
elected for the Increased Offer Partial Cash Alternative and need take no
further action unless that shareholder wishes to elect for the Offer
Subscription Securities PCA and/or change any election for the Increased Offer
PCA, in which case such shareholder will be required to complete and return the
New Form of Acceptance.

6.   Bonus Issue and Bonus Subscription Securities Partial Cash Alternative    

In conjunction with the Increased Offer and conditional upon obtaining
Shareholders' Approval and the admission of the Subscription Shares or, in the
event that Warrantholders' Approval is not obtained, the New Warrants to the
Official List and to trading on the London Stock Exchange's market for listed
securities becoming effective, PIGIT is proposing to issue Subscription
Securities to PIGIT Shareholders on the basis of one Subscription Security for
every 10 PIGIT Shares held by the PIGIT Shareholder on the Bonus Issue Record
Date. The Bonus Subscription Securities shall be issued for no payment. The
Bonus Issue is not conditional upon the Increased Offer becoming or being
declared unconditional in all respects.

PIGIT Shareholders may elect, under the terms of the Bonus Subscription
Securities Partial Cash Alternative, subject to availability, to sell Bonus
Subscription Securities to which they would otherwise be entitled under the
Bonus Issue and to receive cash in respect of those Subscription Securities on
the following basis:

      for each Bonus Subscription       cash equal to the Subscription         
      Security that would otherwise be  Security Issue Price                   
      issued pursuant to the Bonus                                             
      Issue                                                                    

For illustrative purposes only, had the Unconditional Date been 6 April 2005
(being the latest practicable date prior to this announcement) and on the basis
of the Principal Bases and Assumptions, the Subscription Security Issue Price
would have been 30.0p.

PIGIT Shareholders will be entitled to receive cash in respect of a proportion
of the Bonus Subscription Securities to which they would otherwise be entitled
under the Bonus Issue. This proportion will not be known until after the last
time and date for receipt of elections under the Bonus Issue Subscription
Securities PCA but it is proposed that elections will be satisfied to the
extent of the maximum cash of £2.1 million available under the Bonus Issue
Subscription Securities PCA. PIGIT Shareholders may also elect to receive cash
under the Bonus Subscription Securities PCA in respect of more than their Bonus
Subscription Securities Basic Cash Entitlement. Satisfaction of elections in
excess of the Bonus Subscription Securities Basic Cash Entitlement will depend
on the extent to which other STS Shareholders do not elect to receive cash
under the Bonus Subscription Securities PCA in respect of all or part of their
Bonus Subscription Securities Basic Cash Entitlement. To the extent that such
excess elections cannot be satisfied in full, they will be scaled down on a pro
rata basis.

Elections under the Bonus Subscription Securities Partial Cash Alternative will
not affect the entitlements of those PIGIT Shareholders who do not make any
such elections.

If the Increased Offer is becomes or is declared wholly unconditional, INVESCO
UK has agreed to underwrite the maximum of £2.1 million of the cash to be made
available under the Bonus Subscription Securities PCA. If the aggregate amount
of cash the subject of valid elections under the Bonus Subscription Securities
PCA would otherwise exceed £2.1 million, the election for cash to which a PIGIT
Shareholder would receive thereunder will be scaled back pro rata to the
elections by such shareholders.

Elections under the Bonus Issue Subscription Securities PCA (including under
the excess application facility) will be satisfied to the extent practicable
but will be determined in such manner as the PIGIT Board shall in its absolute
discretion determine.

The Bonus Subscription Securities PCA will remain open for receipt of elections
until the Bonus Issue Record Date. The Bonus Subscription Securities Partial
Cash Alternative is conditional upon the Increased Offer becoming or being
declared unconditional in all respects on or before the Bonus Issue Record
Date.

7.   Further Information on the Subscription Securities                        

When PIGIT was launched in 1996, it issued one warrant in respect of every five
PIGIT Shares issued. Each of the Existing PIGIT Warrants confers the right to
subscribe for one PIGIT Share at 100p (being the original issue price of the
PIGIT Shares in 1996) on 31 August in either 2005 or 2006. As at 6 April 2005
(being the latest practicable date prior to this announcement), the market
price of an Existing PIGIT Warrant was 87.5p and the net asset value of a PIGIT
Share was 197.99p. PIGIT's investment performance takes into account the
dilutive effect of the Existing PIGIT Warrants. The PIGIT Board believes that
warrants issued by one of the best performing investment trusts offer long-term
value for their holders and that their existence need not be detrimental to
PIGIT Shareholder returns.

INVESCO UK's willingness to underwrite up to £4 million in aggregate of the
cash available in lieu of the Subscription Securities to be issued pursuant to
the Increased Offer and the Bonus Issue at the Subscription Security Issue
Price is evidence of INVESCO's confidence in PIGIT's fund management team to
continue to provide superior total returns over the longer term.

The Subscription Securities will, subject to obtaining Warrantholders'
Approval, be in the form of Subscription Shares. In the event that such
approval is not obtained, the Subscription Securities will be in the form of
New Warrants. In any event, the rights attaching to the Subscription Shares
will, for all material purposes, be similar to those of the New Warrants, the
only difference being those to reflect that the Subscription Shares comprise
shares in the capital of the PIGIT. Subscription Shares will be qualifying
investments for the purposes of an existing PEP and for the stocks and shares
component of an ISA; the New Warrants will not.

Each Subscription Security will confer the right to subscribe for one PIGIT
Share at a price equal to 110 per cent. of the net asset value per PIGIT Share
as at the close of business on the Unconditional Date or, if earlier, the Bonus
Issue Record Date. This right may be exercised, subject to the particulars of
the Subscription Securities, once only in any one of the years 2006 to 2013
(inclusive) for each Subscription Security.

8.    Background to, and Reasons for, the Increased Offer                      

The background to the Original Offer was set out in the Original Offer
Document. Since the Original Offer was announced, the STS Board has published
its own proposals for a reconstruction of STS. PIGIT believes that the Defence
Document failed to address a number of key issues, for example:

     'Securities Trust chairman elect, Neil Donaldson, admitted the board had 
         opted for the rollover trust partly to meet promises made to Martin   
      Currie, the trust's current manager. When the trust was restructured last
         year, Currie was told it had until December 2005 to turn around its   
                                    performance.'                              
                          Scotland on Sunday, 27 March 2005                    
                                                                               
      After more than five years of poor performance by STS, why did the STS   
      Board make promises to Martin Currie, when it was aware that PIGIT, one  
      of the best performers in the UK Income and Growth sector, wanted to     
      merge with STS?                                                          
                                                                               
     Why did the STS Board delay agreeing protective notice of termination of 
      its arrangements with Martin Currie, in effect, until 1 January 2005? A  
      substantially greater proportion of INVESCO's contribution to costs could
      have benefited STS Shareholders, rather than Martin Currie, if the STS   
      Board had acted quicker.                                                 
                                                                               
     Why did the STS Board consider PIGIT's proposals last July were not in   
      the best interests of STS Shareholders, when those proposals included    
      rolling-over STS's remaining long-term debt into PIGIT? Repayment of that
      debt will now cost STS Shareholders 3.6 per cent. of the net asset value 
      of their investment in STS under the STS Board's Proposals. PIGIT has    
      been able to reduce this cost to 2.9 per cent. under the Increased Offer.
                                                                               
     When it announced, on 8 March 2005, that it was rejecting the Original   
      Offer, the STS Board stated that the early results of STS's revised      
      investment strategy 'are encouraging' - if the STS Board truly believes  
      this to be the case and that it has the support of the majority of STS   
      Shareholders (STS's chairman designate has indicated that he is confident
      that at least half of STS Shareholders will elect for the New Securities 
      Trust option under the STS Board's Proposals), then why is the STS Board 
      suddenly changing direction and incurring significant costs in doing so? 
      Surely, the STS Board should simply reject PIGIT's offer, taking the     
      position that it has already had a review and is committed to assessing  
      the success of its revised strategy at the end of this year.             
                                                                               
     Why did the STS Board do a deal with Lowland without speaking to PIGIT   
      and, it seems, without conducting a broader ranging 'beauty parade'      
      before announcing its proposals on 23 March? The STS Board claims that it
      rejected PIGIT's approaches last year as it would not have been correct  
      to engage with only one party - but that is exactly what it did last     
      year, when it decided to continue with Martin Currie, and again this     
      year, when it decided to include Lowland as the alternative option in its
      proposals.                                                               
                                                                               
     Why has the STS Board failed to state the minimum size for New Securities
      Trust required to maintain STS's current yield? On what basis does the   
      STS Board believe that New Securities Trust can grow its dividend from   
      STS's current yield of 4.3 per cent. without damaging New Securities     
      Trust's capital growth prospects?                                        
                                                                               
     Why did the STS Board do a deal with Lowland, which currently has gearing
      substantially in excess of 120 per cent., when it decided, in its        
      strategic review last September, to impose a restriction limiting STS's  
      equity gearing to 120 per cent.? Lowland had average gearing of          
      approximately 126.8 per cent. over the 12 months ended 28 February 2005  
      compared to PIGIT's average gearing of 116.3 per cent. over the same     
      period.                                                                  
                                                                               
     Why did the STS Board choose not to disclose in its Defence Document the 
      total costs that would be payable by New Securities Trust and Lowland?   
      The Defence Document only discloses the contribution STS is making to    
      those costs. Disclosure of the full costs would show that the            
      Attributable Net Asset Value of an STS Share being rolled over into New  
      Securities Trust or Lowland is less than that suggested in the Defence   
      Document.                                                                

The STS Board claims that, in Lowland, it has found a better option than PIGIT.
However:

     The STS Board claims that a key reason for its rejection of PIGIT's      
      approaches last year was because PIGIT's proposals 'then as now' would   
      have resulted in a significant reduction in the dividend income of STS   
      Shareholders: The STS Board did not mention Lowland's lower dividend     
      yield anywhere in its Defence Document. PIGIT estimates that an STS      
      Shareholder will suffer a reduction in their income of some 41.7 per     
      cent. if they elect for Lowland Shares under the STS Board's Proposals   
      (the reduction is approximately 34.8 per cent. under the Increased       
      Offer).                                                                  
                                                                               
     The STS Board also claims that it rejected PIGIT's approaches because    
      PIGIT is a 'very different investment proposition' to STS: In addition to
      having significantly higher gearing than the maximum limits imposed by   
      STS and PIGIT, Lowland is committed to investing at least 50 per cent. of
      its assets in small and mid-cap stocks (neither STS nor PIGIT are        
      constrained in this way).                                                
                                                                               
     The STS Board claims that, in Lowland, it has found a better performing  
      trust than PIGIT: But this depends over which period performance is      
      measured. For example, PIGIT outperformed Lowland in three of the last   
      five calendar years (on a net asset value total return basis).           

PIGIT is not disputing that, like PIGIT, Lowland is one of the best performers
in the UK Income and Growth sector. However, based on the STS Board's own
criteria, PIGIT is, overall, a more suitable option for STS Shareholders than
Lowland.

The PIGIT Board believes that the investment options under the STS Board's
Proposals are significantly inferior (New Securities Trust) and less suitable
(Lowland) than PIGIT. Accordingly, PIGIT has sought to enhance its offer for
STS in a way that does not materially alter the benefits of the Original Offer
for PIGIT and its shareholders.

9.   Financial Effects of the Increased Offer (and the STS Board's Proposals)  

For STS Shareholders

The changes to the Original Offer have increased the value of PIGIT's offer.
Inevitably, the net assets values of the shares of STS and PIGIT (and Lowland)
have also changed since PIGIT published the Original Offer Document (the net
asset value of an STS Share is down 0.8 per cent., of a PIGIT Share is up by
1.1 per cent. and of a Lowland Share is down 1.1 per cent., in each case over
the period from 10 March 2005 to 6 April 2005). The following table shows the
value of an STS Share based on the Increased Offer and, for comparison
purposes, PIGIT's estimate of the value of an STS Share under the STS Board's
Proposals, all calculated as at 6 April 2005 (being the latest practicable date
prior to this announcement). The net asset value per STS Share as at that date
was 114.79p.

Election per STS Share             Attributable Market   Attributable Net Asset
                                                 Value                    Value
                                                                               
Increased Offer                                                                
                                                                               
New PIGIT Securities only                      108.38p                  110.08p
                                                                               
New PIGIT Securities and                       108.02p                  108.87p
Increased Basic Cash                                                           
Entitlement                                                                    
                                                                               
Cash only                                      107.67p                  107.67p
                                                                               
STS's Board Proposals                                                          
                                                                               
New Securities Trust only                            ?                  109.90p
                                                                               
Lowland only                                   106.00p                  108.40p
                                                                               
Cash only                                      109.57p                  109.57p

The value of the Increased Offer is clearly superior to the value of the
roll-over options available under the STS Board's Proposals. The Defence
Document discloses the costs to STS of implementing the STS Board's Proposals,
including the contribution that STS would make to New Securities Trust's and
Lowland's costs. However, it does not disclose the aggregate costs that will be
payable by New Securities Trust and Lowland.

In New Securities Trust's case, STS's contribution is restricted to £300,000
(and will be paid to New Securities Trust's sponsor). However, New Securities
Trust will have other costs, including stamp duty (equal to 0.5 per cent. of
the value of the stampable assets transferred from STS to New Securities
Trust), the fees of its other advisers and the expenses typically associated
with a new investment trust launch - the effect of these other costs will be to
reduce the Attributable Net Asset Value of an STS Share in respect of which a
New Securities Trust election is made as shown in the above table by more than
0.5 per cent.

In the case of Lowland, Henderson is contributing an amount equal to 0.4 per
cent. of the value of the funds transferred from STS to Lowland. PIGIT
estimates that the aggregate of the stamp duty payable on the transfer of those
assets (assuming they are all stampable) and the termination fee payable to
Martin Currie in respect of those assets will be approximately 0.8 per cent. of
their value. There is no indication in the Defence Document as to whether the £
250,000 which STS is proposing to contribute to Lowland's costs will be
sufficient to cover the stamp duty and termination costs in excess of
Henderson's contribution and all the other costs that Lowland will incur in
connection with participating in the STS Board's Proposals, including the fee
payable to its financial adviser and sponsor. As a result, there can be no
certainty as to what the resulting Attributable Net Asset Value of an STS Share
in respect of which a Lowland election is made would be.

The value of the cash available under the Increased Offer is less than that
available under the STS Board's Proposals. However, the following should also
be noted:

     the value of the cash available under the STS Board's Proposals will be  
      reduced by the costs incurred in realising STS investments to meet       
      elections for cash (there is no such reduction under the Increased Offer 
      Partial Cash Alternative); and                                           
                                                                               
     subject to the Increased Offer becoming or being declared unconditional  
      in all respects, the cash due under the Increased Offer Partial Cash     
      Alternative is expected to be paid in early May but, assuming that the   
      STS Board does not publish its documentation until late May, the cash due
      under its proposals will not be paid until late June or even July - over 
      the last month, the net asset value of an STS Share has fallen by 2.6 per
      cent. (which compares with a 1.7 per cent. fall in the FTSE All-Share    
      Index and no change in the net asset value of a PIGIT Share).            

The illustrative values of the Increased Offer set out in the above table take
into account all of PIGIT's expenses and PIGIT's estimate of all of STS's
expenses (including the fee of £700,000 payable to the STS Board's financial
adviser and the £75,000 inducement fee that the STS Board is paying to Lowland
Trust to secure its participation in the STS Board's Proposals).

Further details of the financial effects of the Increased Offer and of the STS
Board's Proposals are set out in appendix 2 to this announcement.

For PIGIT Shareholders

The terms of the Increased Offer have been structured to continue to achieve an
immediate uplift in the net asset value of the PIGIT Shares on completion of
the Increased Offer. For illustrative purposes only, had the Unconditional Date
been 6 April 2005 (being the latest practicable date prior to this
announcement) and on the basis of the Principal Bases and Assumptions, PIGIT
estimates that the net asset value per PIGIT Share would have increased from
197.99p to 199.40p, representing an increase of 0.7 per cent.

10.   Proposals for STS                                                        

Subject to the Increased Offer becoming or being declared unconditional in all
respects, PIGIT intends to request the STS Board to terminate STS's existing
investment management and other arrangements with Martin Currie, and to appoint
INVESCO to provide investment management, company secretarial and
administration services to STS on substantially the same terms as INVESCO
provides such services to PIGIT, all with effect from the Wholly Unconditional
Date (or as soon as practicable thereafter). The PIGIT Board envisages that,
pending the winding-up of STS referred to below, STS's portfolio will be
managed in line with PIGIT's investment policy and INVESCO's investment
process.

PIGIT intends to seek the repayment of all of STS's borrowings as soon as
practicable following the Increased Offer becoming or being declared
unconditional in all respects.

If PIGIT receives acceptances under the Increased Offer in respect of, and/or
otherwise acquires, 90 per cent. or more of the STS Shares to which the
Increased Offer relates, PIGIT intends to exercise its rights pursuant to the
provisions of sections 428 to 430F (inclusive) of the Companies Act 1985 to
acquire compulsorily the remaining STS Shares. In any event, assuming that the
Increased Offer becomes or is declared unconditional in all respects, PIGIT
intends to propose a resolution for STS to be wound up voluntarily. Pending the
winding up of STS and the distribution of its assets, PIGIT expects STS to
maintain its investment trust status.

11.   Second EGM and Warrantholders' Meeting                                   

The implementation of the Increased Offer and the Bonus Issue requires the
approval of PIGIT Shareholders. In addition, the issue of the Subscription
Shares requires the approval of the Existing Warrantholders. The Circular,
containing the notices of the Second EGM and the Warrantholders' Special
Meeting, will be sent to the PIGIT Shareholders and the Existing Warrantholders
in due course.

12.   Settlement, Listing and Dealings                                         

Applications will be made to the UK Listing Authority and the London Stock
Exchange for all of the New PIGIT Shares and the Subscription Securities to be
admitted to the Official List and for such shares and securities to be admitted
to trading on the London Stock Exchange's market for listed securities
respectively. It is expected that the New PIGIT Shares and the Offer
Subscription Securities will be admitted to listing and to trading, and that
dealings in the New PIGIT Shares and the Offer Subscription Securities for
normal settlement will commence, at 8.00 a.m. on the first dealing day
following the date on which the Increased Offer becomes or is declared
unconditional in all respects (subject only to Admission). It is expected that
the Bonus Subscription Securities will be admitted to listing and to trading,
and that dealings in the Bonus Subscription Securities for normal account
settlement will commence, the first dealing day following the Bonus Issue
Record Date.

Subject to the Increased Offer becoming or being declared unconditional in all
respects and except in the case of certain overseas STS Shareholders,
settlement of the consideration to which any STS Shareholder is entitled under
the Increased Offer will be effected (i) in the case of acceptances received,
complete in all respects, by the Wholly Unconditional Date, within 14 days of
such date or (ii) in the case of acceptances of the Increased Offer received,
complete in all respects, after the Wholly Unconditional Date but while the
Increased Offer remains open for acceptance, within 14 days of such receipt.

13.   General                                                                  

The Increased Offer will comply with the applicable rules and regulations of
the City Code and the UK Listing Authority. The Increased Offer will be
governed by English law and will be subject to the terms and conditions set out
in this announcement (including appendix 3 to this announcement) and to be set
out in the Increased Offer Document and the New Form of Acceptance. The
Increased Offer Document, together with the Supplementary Listing Particulars
and the New Form of Acceptance, will be sent to STS Shareholders in due course.

The directors of PIGIT accept responsibility for the information contained in
this announcement, save that the only responsibility they accept in respect of
the information relating to STS, New Securities Trust and Lowland, which has
been compiled from published sources, is to ensure that such information has
been correctly and fairly reproduced and presented. Save as aforesaid, to the
best of the knowledge and belief of the directors of PIGIT (who have taken all
reasonable care to ensure that such is the case) the information contained in
this announcement is in accordance with the facts and does not omit anything
likely to affect the import of such information.

As at 2 March 2005 (the day prior to the commencement of the Offer Period) and
as at the date of this announcement, INVESCO City and Commercial Investment
Trust plc, which is deemed to be acting in concert with PIGIT, held 200,000 STS
Shares. Save for that holding, neither PIGIT nor, so far as PIGIT is aware, any
person acting in concert with PIGIT (i) held any STS Shares or rights over STS
Shares on 2 March 2005 or (ii) has acquired or agreed to acquire any STS Shares
or rights over STS Shares during the Offer Period.

Enquiries

Perpetual Income and Growth Investment    Sir Patrick Sheehy      020 7065 3526
Trust plc                                                                      
                                                                               
Intelli Corporate Finance Limited         Gordon Neilly           020 7653 6312
                                                                               
INVESCO Asset Management Limited          Graeme Proudfoot        020 7065 3519
                                                                               
Lansons                                   Tony Langham/           07979 692287/
                                          David Masters            07786 394688

Intelli Corporate Finance, which is regulated and authorised in the United
Kingdom by the Financial Services Authority, is acting only for PIGIT and no
one else in connection with the Increased Offer, the Bonus Issue and Admission
and will not regard any other person as its client or be responsible to any
person other than PIGIT for providing the protections afforded to clients of
Intelli Corporate Finance, or for providing advice in relation to the Increased
Offer, the Bonus Issue, Admission or the contents of this announcement.

The law of certain jurisdictions may affect the availability of the Increased
Offer and/or the Bonus Issue to persons not resident in the United Kingdom.
Persons who are not resident in the United Kingdom, or who are subject to the
laws of any jurisdictions other than the United Kingdom, should inform
themselves about, and observe, any applicable requirements. Further details in
relation to overseas STS Shareholders will be contained in the Increased Offer
Document.

Neither the Increased Offer nor the Bonus Issue will be made, directly or
indirectly, in or into, or by the use of the mails of, or by any means or
instrumentality (including, but not limited to, facsimile, email, telex or
other electronic transmission or telephone) of interstate or foreign commerce
of, or of any facility of a national, state or other securities exchange of,
the United States, Canada, Australia or Japan and the Increased Offer is not
capable of acceptance by any such use, means, instrumentality, facility or
otherwise from within the United States, Canada, Australia or Japan.
Accordingly, copies of this announcement must not be mailed or otherwise sent,
forwarded or distributed into, in or from the United States, Canada, Australia
or Japan, including to STS Shareholders and/or PIGIT Shareholders and/or
Existing Warrantholders with registered addresses in the United States, Canada,
Australia or Japan or to persons whom PIGIT or Intelli Corporate Finance know
to be custodians, nominees or trustees holding STS Shares and/or PIGIT Shares
and/or Existing PIGIT Warrants for persons with registered addresses in the
United States, Canada, Australia or Japan. Persons receiving or accessing a
copy of this announcement (including, without limitation, custodians, nominees
and trustees) should not send, forward or distribute it into, in or from the
United States, Canada, Australia or Japan or use such mails or any such means,
instrumentality or facility for any purpose, directly or indirectly, in
connection with the Increased Offer or the Bonus Issue and, in the case of the
Increased Offer, so doing may invalidate any acceptance of the Increased Offer.

This announcement is not an offer, or solicitation, of securities, or
solicitation of offers to purchase the New PIGIT Shares and/or Subscription
Securities in the United States, Canada, Australia or Japan. Neither the PIGIT
Shares nor the Subscription Securities have been, or will be, registered under
the US Securities Act or under the securities laws of any state, district or
other jurisdiction of the United States, or of Canada, Australia, Japan or any
other jurisdiction other than the UK and no regulatory clearances in respect of
the New PIGIT Shares and/or Subscription Securities have been, or will be,
applied for in any jurisdiction other than the UK. Accordingly, unless an
exemption under the US Securities Act or other relevant securities laws is
applicable, neither the New PIGIT Shares nor the Subscription Securities are
being, or may be, offered, sold, resold, delivered or distributed, directly or
indirectly, in or into the United States, Canada, Australia or Japan or to or
for the account or benefit of any US Person or person resident in the United
States, Canada, Australia or Japan.

             APPENDIX 1 - CALCULATION OF THE FORMULA ASSET VALUES              

For the purpose of this appendix 1, each of STS and PIGIT is, unless the
context otherwise requires, referred to as the 'Relevant Company'. Each of the
FAV per STS Share and the FAV per PIGIT Share shall be calculated as at the
close of business on the Unconditional Date and shall be the amount in pence
which is the result of the following formula, rounded to four decimal places
(with 0.00005p being rounded upwards):

        FAV per share of the Relevant Company =            A - B     
                                                                     
                                                             --      
                                                                     
                                                             C       

where 'A' is the aggregate of:

(i)    the value of those investments of the Relevant Company which are listed,
       traded, quoted or dealt in on a recognised stock exchange or on AIM, a  
       market of the London Stock Exchange, calculated by reference to the bid 
       quotations or prices or the last trade prices for those investments as  
       at the close of business on the Unconditional Date as derived from the  
       relevant exchange's recognised method of publication of prices for such 
       investments;                                                            
                                                                               
(ii)   the value of those investments of the Relevant Company which are dealt  
       in or traded on any publicly-available exchange or market (including any
       'over the counter' market but excluding any exchange or market referred 
       to in sub-paragraph A(i) above), calculated by reference to the average 
       of the daily average of the prices marked for such investments on each  
       of the five business days up to and including the Unconditional Date on 
       which there were dealings or trading in such investments as derived from
       the relevant market's recognised method of publication of prices for    
       such investments;                                                       
                                                                               
(iii)  the value of those investments of the Relevant Company which are units  
       in unit trusts or shares in open-ended investment companies, calculated 
       by reference to the prices or, in the case of units or shares in respect
       of which cancellation and bid prices are quoted, the lower of the       
       cancellation and bid prices quoted as at the close of business on the   
       Unconditional Date by the manager of the relevant unit trust or         
       open-ended investment company for holdings of the size held by the      
       Relevant Company (and, for the avoidance of doubt, any such investments 
       which are listed, traded, quoted or dealt in on a recognised stock      
       exchange shall be valued under this sub-paragraph A(iii) and not under  
       sub-paragraph A(i) above);                                              
                                                                               
(iv)   the value of those traded options and futures contracts to which the    
       Relevant Company is a party as at the close of business on the          
       Unconditional Date which are traded on a stock, commodities, financial  
       futures or other securities exchange, calculated by reference to the    
       official middle-market closing prices on the Unconditional Date as      
       derived from the relevant exchange's recognised method of publication of
       prices for such traded options and futures contracts;                   
                                                                               
(v)    the value of all other investments of the Relevant Company, calculated  
       as being their fair realisable values as at the close of business on the
       Unconditional Date as determined by agreement between Intelli Corporate 
       Finance and STS's financial adviser (or, failing such agreement within  
       seven days after the Unconditional Date, as determined by an independent
       expert);                                                                
                                                                               
(vi)   the aggregate of the amount of all paid professional, advisory, legal   
       and other fees and other advertising costs and expenses incurred by the 
       Relevant Company in connection with the Original Offer and/or the       
       Increased Offer, such amount to include irrecoverable value added tax   
       (where applicable) but to exclude any tax relief;                       
                                                                               
(vii)  the amount as at the close of business on the Unconditional Date of any 
       sums due from debtors (including, for this purpose, any dividends or    
       distributions receivable on investments quoted ex-dividend or           
       ex-distribution on the Unconditional Date and any interest accrued on   
       any debt securities as at the Unconditional Date and any recoverable tax
       credit in relation thereto, but excluding any dividend, distribution or 
       interest not yet received which has been taken into account in the value
       of any of the investments referred to in sub-paragraphs A(i) to (v)     
       (inclusive) above or is unlikely to be received), cash and deposits with
       or balances at banks, bills receivable and any money market instruments 
       of the Relevant Company (together with, in each case, any accrued       
       interest at that date less an accrual for any associated tax) and the   
       fair realisable value of any other tangible assets of the Relevant      
       Company not otherwise accounted for in sub-paragraphs A(i) to (v)       
       (inclusive) above, less any provision for diminution of value which may 
       be appropriate in respect of any of sub-paragraphs A(i) to (v)          
       (inclusive) above (including provisions for bad or doubtful debts), in  
       each case as determined by agreement between Intelli Corporate Finance  
       and STS's financial adviser (or, failing such agreement within seven    
       days after the Unconditional Date, as determined by an independent      
       expert);                                                                
                                                                               
(viii) in the case of the FAV per STS Share only, an amount equal to the costs 
       of termination as at the close of business on the Unconditional Date of 
       the investment management agreement between STS and Martin Currie       
       Investment Management Limited and, for the purpose of calculating such  
       amount, such costs shall be calculated as if notice of such termination 
       was given with effect from the Unconditional Date and any agreement     
       between STS and Martin Currie which shall deem such notice to have been 
       given by reference to any earlier date shall be disregarded for the     
       purpose of this sub-paragraph A(viii) (being the amount that INVESCO has
       agreed to contribute to the costs incurred by STS in connection with the
       Increased Offer in the event that the Increased Offer becomes or is     
       declared unconditional in all respects); and                            
                                                                               
(ix)   in the case of the FAV per PIGIT Share only, the aggregate amount that  
       would be receivable by PIGIT on the exercise of all of the PIGIT        
       Warrants outstanding as at the close of business on the Unconditional   
       Date;                                                                   
                                                                               
'B' is the aggregate of:                                                       
                                                                               
(i)    in the case of the FAV per STS Share only, the principal amounts as at  
       the close of business on the Unconditional Date of any outstanding      
       borrowings of STS plus any accrued but unpaid interest, commitment fees 
       and other charges up to and including that date and the higher of any   
       premiums or penalties payable on either early or final repayment (or, in
       the case of STS's £50 million nominal of 6.25 per cent. Secured Bonds   
       due 2031, the lower premium on early repayment of such bonds stock      
       arising due to the agreement between the holder of such debenture stock 
       and PIGIT dated 5 April 2005 plus the balancing payment payable by PIGIT
       to such holder pursuant to that agreement);                             
                                                                               
(ii)   in the case of the FAV per PIGIT Share only, the value of PIGIT's £30   
       million (nominal) of 6.125 per cent. debenture stock 2014 calculated by 
       reference to the clean price for that debenture stock as at the close of
       business on the Unconditional Date as derived from the London Stock     
       Exchange's recognised method of publication of prices for such debenture
       stock and the principal amounts as at the close of business on the      
       Unconditional Date of any other outstanding borrowings of PIGIT plus any
       accrued but unpaid interest, commitment fees and other charges up to and
       including that date in respect of any such other outstanding borrowings;
                                                                               
(iii)  the cost of closing as at the close of business on the Unconditional    
       Date any open foreign exchange or other forward purchase or sale        
       contract to which the Relevant Company is a party on that date (save to 
       the extent already taken into account in the FAV per share of the       
       Relevant Company);                                                      
                                                                               
(iv)   in the case of the FAV per STS Share only, the costs of termination as  
       at the close of business on the Unconditional Date of any management,   
       advisory and administrative arrangements in force on that date,         
       including, but not limited to, any compensation or other payments to be 
       made to any investment manager, investment adviser, administrator,      
       secretary, director or employee of STS, such amount to include          
       irrecoverable value added tax (where applicable) but to exclude any tax 
       relief;                                                                 
                                                                               
(v)    the cost of terminating as at the close of business on the Unconditional
       Date any other contracts or arrangements whatsoever in force on that    
       date to which the Relevant Company is a party, but excluding, for the   
       purpose of this sub-paragraph B(v), any investment management, advisory 
       and administrative arrangements in force at the close of business on the
       Unconditional Date;                                                     
                                                                               
(vi)   the cost of any dividend or other distribution of the Relevant Company  
       declared or announced on or before the Unconditional Date, so far as not
       previously paid, and, in the case of the FAV per STS Share only, the    
       cost of the Increased STS Second Interim Dividend and the Increased STS 
       Special Dividend and, in the case of the FAV per PIGIT Share only, the  
       cost of the PIGIT Second Interim Dividend;                              
                                                                               
(vii)  in the case of the FAV per STS Share only, the aggregate of the amount  
       referred to in sub-paragraph A(vi) above in the calculation of the FAV  
       per STS Share and the amount of any accrued but unpaid professional,    
       advisory, legal and other fees and advertising and other costs and      
       expenses whatsoever incurred by STS (whether in connection with the     
       Original Offer, the Increased Offer or otherwise), including all such   
       fees, costs and expenses relating to or in connection with the          
       determination of the Formula Asset Values (including any charges made by
       any independent expert appointed in connection with determining the     
       Formula Asset Values), such amount to include irrecoverable value added 
       tax (where applicable) but to exclude any tax relief;                   
                                                                               
(viii) in the case of the FAV per STS Share only, the amount of all stamp duty 
       or stamp duty reserve tax as may be payable by PIGIT in respect of the  
       transfer of the STS Shares pursuant to the Increased Offer (assuming    
       full acceptance of the Increased Offer), as estimated by agreement      
       between Intelli Corporate Finance and STS's financial adviser (or,      
       failing such agreement within seven days after the Unconditional Date,  
       as determined by an independent expert);                                
                                                                               
(ix)   in the case of the FAV per STS Share only, the aggregate of the amount  
       referred to in sub-paragraph A(vi) above in the calculation of the FAV  
       per PIGIT Share and the amount of any accrued but unpaid professional,  
       advisory, legal and other fees and advertising and other costs and      
       expenses whatsoever incurred by PIGIT in connection with the Original   
       Offer and/or the Increased Offer, including all such fees, costs and    
       expenses relating to or in connection with the determination of the     
       Formula Asset Values (including any charges made by any independent     
       expert appointed in connection with determining the Formula Asset       
       Values) but excluding for the purpose of this sub-paragraph B(ix) all   
       stamp duty and stamp duty reserve tax already provided for in accordance
       with sub-paragraph B(viii) above, such amount to include irrecoverable  
       value added tax (where applicable) but to exclude any tax relief;       
                                                                               
(x)    in the case of the FAV per PIGIT Share only, the aggregate of the amount
       of any accrued but unpaid professional, advisory, legal and other fees  
       and advertising and other costs and expenses whatsoever incurred by     
       PIGIT otherwise than in connection with the Original Offer and/or the   
       Increased Offer, such amount to include irrecoverable value added tax   
       (where applicable) but to exclude any tax relief; and                   
                                                                               
(xi)   an amount which fully reflects all other liabilities and obligations of 
       the Relevant Company whatsoever, including a fair provision for any     
       contingent liabilities (including any additional liabilities to         
       taxation, whether or not deferred, and any liabilities arising on       
       liquidation) or losses (including disputed claims) as at the close of   
       business on the Unconditional Date, in each case as determined by       
       agreement between Intelli Corporate Finance and STS's financial adviser 
       (or, failing such agreement within seven days after the Unconditional   
       Date, as determined by an independent expert); and                      

'C' is the aggregate of:

(i)   the number of shares in the Relevant Company in issue as at the close of 
      business on the Unconditional Date; and                                  
                                                                               
(ii)  in the case of the FAV per PIGIT Share only, the number of PIGIT Shares  
      that would be issued on the exercise of all the subscription rights      
      conferred by all of the PIGIT Warrants outstanding as at the close of    
      business on the Unconditional Date.                                      

Notes:

1.   For the purpose of the above calculations, the value of any investments,  
     other assets or liabilities denominated or valued in currencies other than
     sterling shall be converted into sterling at the closing mid-point spot   
     rate of exchange between sterling and such other currencies in London as  
     at the close of business on the Unconditional Date as published in the    
     Financial Times or, failing which, as certified by PIGIT's auditors       
     (acting as an expert and not as an arbiter).                              
                                                                               
2.   In the case of sub-paragraphs A(i), (ii) and (iv) above, if there has been
     any general suspension of trading on the relevant stock, commodities,     
     financial futures or other securities exchange or market, or if it was    
     closed for business on the Unconditional Date, the value of the relevant  
     investments, traded options or futures contracts shall be taken as at the 
     close of business on the immediately preceding date on which there was    
     trading on such exchange or market, provided that such date is not more   
     than seven days prior to the Unconditional Date and save that, if there   
     has been a material adverse change in the financial position of any such  
     underlying investment, traded option or futures contract since the date by
     reference to which its value is calculated but prior to the close of      
     business on the Unconditional Date, a fair provision (as determined by    
     agreement between Intelli Corporate Finance and STS's financial adviser   
     (or, failing such agreement within seven days after the Unconditional     
     Date, as determined by an independent expert)) shall be made to take      
     account of such adverse change in the value of the relevant investment,   
     traded option or futures contract.                                        
                                                                               
3.   Subject to note 2 above, in the case of sub-paragraphs A(i) to (iv)       
     (inclusive) above:                                                        
                                                                               
     (i)   where any such investment, traded option or futures contract is     
           subject to restrictions on transfer or a suspension of dealings or  
           if no such published or quoted prices are available in respect of   
           any such investment, traded option or futures contract, in each case
           as at the close of business on the Unconditional Date, the value of 
           such investment, traded option or futures contract will be          
           calculated as at the close of business on the Unconditional Date in 
           accordance with sub-paragraph A(v) above; and                       
                                                                               
     (ii)  where any such investment, traded option or futures contract is, at 
           the close of business on the Unconditional Date, subject to any     
           right of any person to acquire the same or any obligation on the    
           Relevant Company to dispose of the same, whether as a result of the 
           Increased Offer being made or becoming or being declared            
           unconditional or otherwise, at a price more or less than would      
           otherwise be determined in accordance with sub-paragraphs A(i) to   
           (iv) (inclusive) above, such investment, traded option or futures   
           contract shall be valued at such greater or lesser price unless such
           right or obligation is unconditionally and irrevocably waived or    
           lapses prior to the calculation of the FAV per share of the Relevant
           Company otherwise being agreed or determined.                       
                                                                               
4.   Subject to note 5 below, with regard to sub-paragraphs A(v) and (vii)     
     above, Intelli Corporate Finance and STS's financial adviser and, if      
     appointed, any independent expert shall have regard, inter alia, to the   
     following when determining the value of any investment or other asset     
     (which shall be calculated on the basis of a notional sale by a willing   
     seller to a willing buyer, without regard to any additional value that    
     might be attributed to such investment or other asset by any special      
     category of potential purchaser):                                         
                                                                               
     (i)   the existence or exercise of any pre-emption rights or obligations  
           in respect of such investment or other asset or any other           
           restrictions on the transfer or disposal of the same which may exist
           or which may arise as a consequence of the proposed acquisition by  
           PIGIT of STS or any STS Shares or of the transfer of such investment
           or other asset to any party or of the winding up of STS;            
                                                                               
     (ii)  the terms and volumes of any recent dealings in, and marketability  
           of, such investment or other asset; and                             
                                                                               
     (iii) the amount of any bona fide offer to acquire such investment or     
           other asset which may be made by any person and brought to the      
           attention of Intelli Corporate Finance and STS's financial adviser  
           or, if appointed, any independent expert.                           
                                                                               
5.   With regard to sub-paragraphs A(v) and (vii) above, Intelli Corporate     
     Finance and STS's financial adviser and, if appointed, any independent    
     expert shall, except in the case of debtors and tangible assets, be bound 
     by the actual amount of cash items and, in the case of debtors and        
     tangible assets, shall adopt the accounting policies used by the Relevant 
     Company in its latest audited financial statements.                       
                                                                               
6.   If any liability referred to in sub-paragraphs B(i) to (xi) (inclusive)   
     above has not been determined by the date on which the calculations and   
     adjustments otherwise necessary to determine the FAV per share of the     
     Relevant Company have been made, there shall be included in 'B' such      
     amount in respect of any such liability as shall be considered to be an   
     appropriate estimate by agreement between Intelli Corporate Finance and   
     STS's financial adviser (or, failing such agreement within seven days     
     after the Unconditional Date, as determined by an independent expert).    
                                                                               
7.   In agreeing any fair realisable value (in the case of sub-paragraph A(v)  
     or (vii) above) or estimating or determining the amount of any            
     liabilities, obligations or losses (in the case of sub-paragraph B(viii)  
     or (xi) above), or in making any determination under notes 2 and 6 above, 
     Intelli Corporate Finance and STS's financial adviser shall act as experts
     and not as arbiters and any such determination shall be final and binding 
     on all persons and neither of them shall be under any liability to any    
     person by reason thereof or by reason of anything done or omitted to be   
     done by them for the purposes thereof or in connection therewith.         
                                                                               
8.   The independent expert referred to in this appendix 1 shall be a member of
     the London Investment Banking Association (not connected with any of the  
     parties providing advice to STS or PIGIT in connection with the Increased 
     Offer) selected by Intelli Corporate Finance and STS's financial adviser  
     or, in default of such selection within 14 days after the Unconditional   
     Date, by the chairman for the time being of the London Investment Banking 
     Association on the application of either Intelli Corporate Finance or     
     STS's financial adviser. Such member shall act as an expert and not as an 
     arbiter and his determination shall (subject to any agreement to the      
     contrary between PIGIT and STS) be final and binding on all persons and   
     such member shall not be under any liability to any person by reason of   
     his appointment or by anything done or omitted to be done by him for the  
     purposes of such appointment or in connection therewith.                  
                                                                               
9.   The STS Directors shall be invited to prepare the calculation of the FAV  
     per STS Share for review by PIGIT's auditors prior to its submission for  
     approval by Intelli Corporate Finance on behalf of PIGIT. The PIGIT       
     Directors shall be invited to prepare the calculation of the FAV per PIGIT
     Share for review by STS's auditors prior to its submission for approval by
     STS's financial adviser on behalf of STS. In the event of a dispute       
     regarding the calculation of the FAV per STS Share or the FAV per PIGIT   
     Share, such dispute shall be determined by a chartered accountant selected
     by agreement between PIGIT and STS or, in default of such agreement within
     14 days after the Unconditional Date, selected by the President for the   
     time being of the Institute of Chartered Accountants in England and Wales,
     which chartered accountant shall act as an expert and not as an arbiter   
     and whose determination shall (subject to any agreement to the contrary   
     between PIGIT and STS) be final and binding on all persons, provided that 
     such chartered accountant shall (subject to any agreement to the contrary 
     between PIGIT and STS) be bound by any values of investments or other     
     assets or any quantification of liabilities, obligations or losses agreed 
     between Intelli Corporate Finance and STS's financial adviser or otherwise
     agreed between PIGIT and STS or determined by a decision of any           
     independent expert referred to in this appendix 1 in respect of any       
     investment or other asset valued by him or any liability, obligation or   
     loss quantified by him. In the absence of any such dispute, such          
     calculation approved by, or on behalf of, PIGIT or STS, as the case may   
     be, shall be final and binding on all persons.                            
                                                                               
10.  Notwithstanding note 9 above, if either of the calculations of the FAV per
     STS Share or the FAV per PIGIT Share has not been so prepared and         
     delivered to Intelli Corporate Finance or STS's financial adviser for     
     their respective approval by the date seven days after the Unconditional  
     Date or (whether or not such delivery has been so made) a final           
     determination of either the FAV per STS Share or the FAV per PIGIT Share  
     has not been made by the date 14 days after the Unconditional Date, then, 
     pending such final determination, a provisional calculation of the FAV per
     STS Share or the FAV per PIGIT Share (as the case may be) shall be        
     prepared by PIGIT and Intelli Corporate Finance on the basis of such      
     information as is available to them (and after making such assumptions as 
     they consider appropriate) and shall be arithmetically checked by PIGIT's 
     auditors. In that event, an initial consideration, equal to 85 per cent.  
     of the New PIGIT Shares and 85 per cent. of the Offer Subscription        
     Securities which would be due as consideration under the Increased Offer, 
     and 85 per cent. of any cash which would be due as consideration under the
     Increased Offer Partial Cash Alternative and 85 per cent. of any cash     
     which would be due as consideration under the Offer Subscription          
     Securities Partial Cash Alternative were the provisional calculation      
     referred to above correct, rounded down to the nearest whole New PIGIT    
     Share, the nearest whole Offer Subscription Security and the nearest whole
     penny (as appropriate), shall be issued or paid to the persons entitled   
     thereto on the prescribed settlement date in respect of the Increased     
     Offer and any balance shall be paid within seven days after the final     
     determination referred to above has been approved or determined in        
     accordance with note 9 above and such approval or determination has been  
     notified to PIGIT (but not earlier than the prescribed settlement date).  
                                                                               
11.  Notwithstanding any of the above provisions, in the event that the        
     valuation of any investment or other asset of the Relevant Company in     
     accordance with any of such provisions, or the amount of any deduction    
     made in accordance with sub-paragraphs B(i) to (xi) (inclusive) above, is,
     in the opinion of Intelli Corporate Finance and STS's financial adviser,  
     incorrect or unfair they may, if they so agree after consultation with the
     auditors of PIGIT and STS, adopt an alternative method of valuation or    
     deduction, as the case may be.                                            

APPENDIX 2 - ILLUSTRATIVE FINANCIAL EFFECTS OF THE INCREASED OFFER (AND THE STS
                              BOARD'S PROPOSALS)                               

The following table sets out, for illustrative purposes only, and on the bases
and assumptions set out in the Principal Bases and Assumptions, appendix 4 to
this announcement and the notes below, the financial effects of acceptance of
the Increased Offer and PIGIT's estimate of the financial effects of elections
under the STS Board's Proposals, in each case on capital value, net asset value
and gross income for a holder of 1,000 STS Shares.

                          PIGIT's Increased Offer          STS Board's Proposals       
                                                                                       
                    Notes   100% New   New PIGIT     100%    100% New     100%     100%
                               PIGIT  Securities     Cash  Securities  Lowland     Cash
                          Securities         and                Trust   Shares         
                                       Increased               Shares                  
                                     Offer Basic                                       
                                            Cash                                       
                                     Entitlement                                       
                                                                                       
No. of new shares     1          542         271        -       1,079      152        -
received                                                                               
                                                                                       
No. of Subscription               54          27        -           -        -        -
Securities received                                                                    
                                                                                       
Value of cash                      -     £528.35        £       £0.00    £0.00        £
received                                         1,056.70                      1,075.68
                                                                                       
Impact on market                                                                       
value                                                                                  
                                                                                       
Market value of new   2    £1,047.41     £523.70        -                    £        -
shares                                                                1,038.92         
                                                                                       
Estimated value of    3       £16.27       £8.13        -                    -        -
Subscription                                                                           
Securities                                                                             
                                                                                       
Cash                               -     £528.35        £                    -        £
                                                 1,056.70                      1,075.68
                                                                                       
Special dividend      4       £20.00      £20.00   £20.00               £20.00   £20.00
                                                                                       
Total value                £1,083.68   £1,080.18        £                    £        £
                                                 1,076.70             1,058.92 1,095.68
                                                                                       
Less market value     5    £1,055.00   £1,055.00        £                    £        £
of 1,000 STS Shares                              1,055.00             1,055.00 1,055.00
                                                                                       
Change in capital             £28.68      £25.18   £21.70                £3.92   £40.68
value                                                                                  
                                                                                       
% change                       2.72%       2.39%    2.06%                0.37%    3.86%
                                                                                       
Attributable Market          108.37p     108.02p  107.67p              105.89p  109.57p
Value per STS Share                                                                    
                                                                                       
Impact on net asset                                                                    
value                                                                                  
                                                                                       
NAV of new shares     6    £1,080.75     £540.37        -   £1,079.00        £        -
                                                                      1,062.93         
                                                                                       
Cash                               -     £528.35        £           -        -        £
                                                 1,056.70                      1,075.68
                                                                                       
Special dividend      4       £20.00      £20.00   £20.00      £20.00   £20.00   £20.00
                                                                                       
Total value                £1,100.75   £1,088.72        £   £1,099.00        £        £
                                                 1,076.70             1,082.93 1,095.68
                                                                                       
Less NAV of 1,000     7    £1,147.90   £1,147.90        £   £1,147.90        £        £
STS Shares                                       1,147,90             1,147.90 1,147.90
                                                                                       
Change in capital            -£47.15     -£59.18  -£71.20     -£48.90  -£64.97  -£52.22
value                                                                                  
                                                                                       
% change                      -4.11%      -5.16%   -6.20%      -4.26%   -5.66%   -4.55%
                                                                                       
Attributable Net             110.07p     108.87p  107.67p     109.90p  108.29p  109.57p
Asset Value per STS                                                                    
Share                                                                                  
                                                                                       
Impact on income                                                                       
                                                                                       
Gross dividend        8       £34.03      £17.01        -      £52.22   £30.40        -
income on new                                                                          
shares                                                                                 
                                                                                       
Interest income on    9            -      £24.73   £49.45           -        -   £50.34
cash consideration                                                                     
                                                                                       
Total income                  £34.03      £41.74   £49.45      £52.22   £30.40   £50.34
                                                                                       
Less gross dividend  10       £52.22      £52.22   £52.22      £52.22   £52.22   £52.22
income on 1,000 STS                                                                    
Shares                                                                                 
                                                                                       
Change in gross              -£18.19     -£10.48   -£2.77       £0.00  -£21.82   -£1.88
income                                                                                 
                                                                                       
% change                     -34.84%     -20.07%   -5.31%       0.00%  -41.79%   -3.60%

Notes:

1.    For the purposes of this illustration, it is assumed that one share in   
      New Securities Trust is issued for every 100p of Basic FAV per STS Share.
                                                                               
2.    Based on the Closing Price of 193.25p per PIGIT Share and 683.50p per    
      Lowland Share, in each case on 6 April 2005 (being the latest practicable
      date prior to this announcement). As New Securities Trust is not yet in  
      existence, there is currently no Closing Price for its shares.           
                                                                               
3.    The estimated value of 30.1p per Subscription Security has been          
      calculated by Intelli Corporate Finance using the standard Black-Scholes 
      pricing formula, as amended by Merton for dividend payments (source: Bell
      Journal of Economics and Management Science Volume 4 Spring 1973), based 
      on the NAV of 197.99p per PIGIT Share as at the close of business on 6   
      April 2005 (being the latest practicable date prior to this              
      announcement), a subscription price which is 110 per cent. of such NAV,  
      assuming current stock volatility based on PIGIT's share price           
      performance on a total return basis over the past year and taking as the 
      interest rate the yield on Treasury 8% 2013 government stock on an annual
      basis and using as a yield PIGIT's last annual net dividend payment.     
                                                                               
4.    A special dividend of 2.00p (net) per STS Share is proposed to be paid in
      connection with the Increased Offer and the STS Board's Proposals. This  
      STS Directors anticipate that this dividend will be paid out of the      
      revenue reserves of STS.                                                 
                                                                               
5.    Based on the Closing Price of 105.5p per STS Share on 2 March 2005 (being
      the last business day prior to the announcement of the Original Offer).  
                                                                               
6.    Based on the adjusted NAV of 199.40 per PIGIT Share (being the NAV of    
      197.99p per PIGIT Share adjusted to take account the 0.7 per cent. uplift
      in the NAV per PIGIT Share resulting from the Increased Offer) and       
      699.30p per Lowland Share, in each case as at the close of business on 6 
      April 2005 (being the latest practicable date prior to this              
      announcement). As the Subscription Price of a Subscription Security will 
      exceed the NAV per PIGIT Share when such security is issued, it is       
      assumed that the Offer Subscription Securities have no asset value for   
      the purpose of the above illustration.                                   
                                                                               
7.    Based on the NAV of 114.79p per STS Share as at the close of business on 
      6 April 2005 (being the latest practicable date prior to this            
      announcement).                                                           
                                                                               
8.    The gross dividend income on PIGIT Shares is based on the aggregate of   
      (i) the interim dividend of 2.50p (gross) for the six months ended 30    
      September 2004 per PIGIT Share paid on 30 December 2004 and (ii) the     
      proposed PIGIT Second Interim Dividend of approximately 3.78p (gross) per
      PIGIT Share (no dividends will be payable on the Subscription            
      Securities). The Defence Document states, on page 8, that the STS Board's
      Proposals aim to provide STS Shareholders who elect for shares in New    
      Securities Trust with an increase in their annual income and,            
      accordingly, it has been assumed that the gross dividend income on the   
      shares in New Securities Trust that they would receive under the STS     
      Board's Proposals would be the same as the gross dividend income on their
      STS Shares (see note 9 below). The gross dividend income on Lowland      
      Shares is based on the aggregate of (i) the interim dividend of 7.78p    
      (gross) for the six months ended 31 March 2004 per Lowland Share paid on 
      25 June 2004 and (ii) the final dividend of 12.22p (gross) per Lowland   
      Share for the year ended 30 September 2004 paid on 17 December 2004.     
                                                                               
9.    The gross interest income on cash consideration is calculated on the     
      assumption that cash is reinvested to yield approximately 4.68 per cent. 
      per annum, being the gross redemption yield on UK Government securities  
      with a maturity of between five and 15 years, as at the close of business
      on 6 April 2005 (being the latest practicable date prior to this         
      announcement) as published on the Financial Times website.               
                                                                               
10.   The gross dividend income on STS Shares is based on the aggregate of (i) 
      the interim dividend of approximately 2.22p (gross) for the six months   
      ended 30 September 2004 per STS Share paid on 17 December 2004 and (ii)  
      the second interim dividend of approximately 3.00 (gross) per STS Share  
      proposed to be paid in connection with the Increased Offer and the STS   
      Board's Proposals.                                                       

In assessing the financial affects of acceptance of the Increased Offer or
making an election under the STS Board's Proposals, no account has been taken
of the treatment of any potential liability to taxation on an STS Shareholder.

                APPENDIX 3 - CONDITIONS TO THE INCREASED OFFER                 

The Increased Offer, which will be made by Intelli Corporate Finance, will
comply with the applicable rules and regulations of the City Code and the UK
Listing Authority, will be governed by English law and will be subject to the
jurisdiction of the English courts. In addition, the Increased Offer will be
subject to the terms and conditions to be set out in the Increased Offer
Document and the New Form of Acceptance. In particular, the Increased Offer
will be subject to the following conditions:

(i)    valid acceptances being received (and not, where permitted, withdrawn)  
       by not later than 3.00 p.m. on the first closing date of the Increased  
       Offer (or such later time(s) and/or date(s) as PIGIT may, subject to    
       the rules of the Code, decide) in respect of not less than 90 per       
       cent. (or such lesser percentage as PIGIT may decide) of the STS        
       Shares to which the Increased Offer relates, provided that, unless      
       agreed by the Panel, this condition will not be satisfied unless PIGIT  
       and/or its wholly-owned subsidiaries have acquired or agreed to         
       acquire (pursuant to the Increased Offer or otherwise), directly or     
       indirectly, STS Shares carrying, in aggregate, over 50 per cent. of     
       the voting rights then normally exercisable at general meetings of STS  
       on such basis as may be required by the Panel (including for this       
       purpose, to the extent (if any) required by the Panel, any voting       
       rights attaching to any shares which are unconditionally allotted or    
       issued before the Increased Offer becomes or is declared unconditional  
       as to acceptances, whether pursuant to the exercise of conversion or    
       subscription rights or otherwise); and for this purpose (a) the         
       expression 'STS Shares to which the Increased Offer relates' shall be   
       construed in accordance with sections 428-430F of the Companies Act     
       1985 and (b) shares which have been unconditionally allotted shall be   
       deemed to carry the voting rights which they will carry on issue;       
                                                                               
(ii)   the passing at an extraordinary general meeting of PIGIT (or at any     
       adjournment thereof) of any resolution or resolutions which are         
       necessary or, in the opinion of PIGIT, desirable to approve, fund,      
       effect and implement the Increased Offer and the acquisition of STS     
       and of any STS Shares;                                                  
                                                                               
(iii)  (a) the UK Listing Authority agreeing to admit the New PIGIT Shares     
       and Offer Subscription Securities to the Official List and (unless the  
       Panel otherwise agrees) such admission becoming effective in            
       accordance with the Listing Rules; and (b) the London Stock Exchange    
       agreeing to admit the New PIGIT Shares and Offer Subscription           
       Securities to trading on its market for listed securities and (unless   
       the Panel otherwise agrees) such admission becoming effective in        
       accordance with its admission and disclosure standards;                 
                                                                               
(iv)   no event occurring or having incurred which causes or would cause       
       either PIGIT or STS to cease to be, or cease to be capable of being,    
       qualified as an investment trust within the meaning of section 842 of   
       the Income and Corporation Taxes Act 1988 and/or as an investment       
       company within the meaning of section 266 of the Companies Act 1985;    
                                                                               
(v)    no government or governmental, quasi-governmental, supranational,       
       statutory or regulatory body, or any court, institution, investigative  
       body, association, trade agency or professional or environmental body   
       or (without prejudice to the generality of the foregoing) any other     
       person or body in any jurisdiction (each, a 'Relevant Authority')       
       having decided to take, instituted, implemented or threatened any       
       action, proceedings, suit, investigation or enquiry or enacted, made    
       or proposed any statute, regulation or order or otherwise taken any     
       other step or done anything, and there not being outstanding any        
       statute, legislation or order, that would or might:                     
                                                                               
       (a)  restrict, restrain, prohibit, delay, impose additional conditions  
            or obligations with respect to, or otherwise interfere with the    
            implementation of, the Increased Offer or the acquisition of any   
            STS Shares by PIGIT or any matters arising therefrom;              
                                                                               
       (b)  result in a delay in the ability of PIGIT, or render PIGIT         
            unable, to acquire some or all of the STS Shares;                  
                                                                               
       (c)  require, prevent, delay or affect the divestiture by PIGIT or STS  
            of all or any portion of their respective businesses, assets or    
            property or of any STS Shares or other securities in STS or        
            impose any limitation on the ability of any of them to conduct     
            their respective businesses or own their respective assets or      
            properties or any part thereof;                                    
                                                                               
       (d)  impose any limitation on the ability of PIGIT to acquire or hold   
            or exercise effectively, directly or indirectly, all rights of     
            all or any of the STS Shares (whether acquired pursuant to the     
            Increased Offer or otherwise);                                     
                                                                               
       (e)  make the Increased Offer or its implementation or the proposed     
            acquisition of STS or of any STS Shares or any other shares or     
            securities in, or control of, STS, illegal, void or unenforceable  
            in or under the laws of any jurisdiction;                          
                                                                               
       (f)  otherwise adversely affect any or all of the businesses, assets,   
            prospects or profits of PIGIT or STS or the exercise of rights of  
            shares in STS;                                                     
                                                                               
       and all applicable waiting periods during which such Relevant           
       Authority could institute, implement or threaten any such action,       
       proceedings, suit, investigation, enquiry or reference or otherwise     
       intervene having expired, lapsed or been terminated;                    
                                                                               
(vi)   all authorisations, orders, grants, consents, clearances, licences,     
       permissions and approvals, in any jurisdiction, deemed necessary or     
       appropriate by PIGIT for or in respect of the Increased Offer, the      
       proposed acquisition of any shares or securities in, or control of,     
       STS by PIGIT or the carrying on of the business of STS or PIGIT, the    
       issue of the New PIGIT Shares and Offer Subscription Securities or any  
       matters arising therefrom being obtained in terms satisfactory to       
       PIGIT from all appropriate Relevant Authorities or (without prejudice   
       to the generality of the foregoing) from any persons or bodies with     
       whom STS or PIGIT has entered into contractual arrangements and such    
       authorisations, orders, grants, consents, clearances, licences,         
       permissions and approvals remaining in full force and effect and there  
       being no intimation of any intention to revoke or not to renew the      
       same and all necessary filings having been made, all appropriate        
       waiting and other time periods (including extensions thereto) under     
       any applicable legislation and regulations in any jurisdiction having   
       expired, lapsed or been terminated and all necessary statutory or       
       regulatory obligations in any jurisdiction in respect of the Increased  
       Offer or the proposed acquisition of STS by PIGIT or of any STS Shares  
       or any matters arising therefrom having been complied with;             
                                                                               
(vii)  appropriate assurances being received, in terms satisfactory to PIGIT,  
       from the Relevant Authorities or any party with whom STS has any        
       contractual or other relationship that the interests held by STS under  
       licences, leases, consents, permits and other rights will not be        
       adversely amended or otherwise affected by the Increased Offer or the   
       proposed acquisition of STS or any matters arising therefrom, that      
       such licences, leases, consents, permits and other rights are in full   
       force and effect and that there is no intention to revoke or amend any  
       of the same;                                                            
                                                                               
(viii) there being no provision of any agreement, instrument, permit, licence  
       or other arrangement to which STS is a party or by or to which it or    
       any of its assets may be bound or subject which, as a consequence of    
       the Increased Offer or the acquisition of STS or because of a change    
       in the control or management of STS or any matters arising therefrom    
       or otherwise, could or might have the result that:                      
                                                                               
       (a)  any mortgage, charge or other security interest is created over    
            the whole or any part of the business, property or assets of STS   
            or any such security (whenever arising) becomes enforceable;       
                                                                               
       (b)  any such agreement, instrument, permit, licence or other           
            arrangement, or any right, interest, liability or obligation of    
            STS therein, is terminated or adversely modified or affected or    
            any action is taken or onerous obligation arises thereunder;       
                                                                               
       (c)  the value of STS or its financial or trading position is           
            prejudiced or adversely affected;                                  
                                                                               
       (d)  any material asset or, other than in the ordinary course of        
            business, any asset of STS being or falling to be charged or       
            disposed of; or                                                    
                                                                               
       (e)  the rights, liabilities, obligations or interests or business of   
            STS in or with any other person, firm or company (or any           
            arrangement relating to such interest or business) is terminated,  
            modified or adversely affected;                                    
                                                                               
(ix)   since 30 September 2004 (being the date to which the last interim       
       report of STS was made up) and save as announced publicly and in each   
       case delivered to a Regulatory Information Service prior to 3 March     
       2005 (being the date on which the Original Offer was announced), STS    
       not having:                                                             
                                                                               
       (a)  issued or agreed to issue or authorised or proposed the issue of   
            additional shares of any class or issued or authorised or          
            proposed the issue of or granted securities convertible into or    
            rights, warrants or options to subscribe for or acquire such       
            shares or convertible securities or redeemed, purchased or         
            reduced or announced any intention to do so or made any other      
            change to any part of its share capital;                           
                                                                               
       (b)  recommended, declared, paid or made or proposed to recommend,      
            declare, pay or make any dividend, bonus or other distribution     
            other than the Increased STS Second Interim Dividend and the       
            Increased STS Special Dividend;                                    
                                                                               
       (c)  authorised or proposed or announced its intention to propose any   
            merger or acquisition or disposal or transfer of assets or shares  
            or any change in its share or loan capital;                        
                                                                               
       (d)  issued or authorised or proposed the issue of any debentures or    
            incurred or increased any indebtedness or contingent liability;    
                                                                               
       (e)  disposed of or transferred, mortgaged or encumbered any asset or   
            any right, title or interest in any asset or entered into or varied
            any contract, commitment or arrangement (whether in respect of     
            capital expenditure or otherwise) which is of a long term or       
            unusual nature or which involves or could involve an obligation of 
            a nature or magnitude which is material or authorised, proposed or 
            announced any intention to do so;                                  
                                                                               
       (f)  entered into or varied or proposed to enter into or vary any       
            contract, reconstruction, amalgamation, arrangement or other       
            transaction which is of a long term or unusual or onerous nature or
            is otherwise than in the ordinary course of business or announced  
            any intention to do so;                                            
                                                                               
       (g)  entered into, or varied the terms of, any contract or agreement    
            with any of the directors of STS;                                  
                                                                               
       (h)  entered into, or varied the terms of, any contract or agreement    
            with Martin Currie Investment Management Limited or any of its     
            holding companies or any subsidiary of any such holding company;   
                                                                               
       (i)  taken or proposed any corporate action or had any legal proceedings
            started or threatened against it for its winding-up, dissolution or
            reorganisation or for the appointment of a receiver, administrator,
            administrative receiver, trustee or similar officer of all or any  
            of its assets and revenues;                                        
                                                                               
       (j)  waived or compromised any claim other than in the ordinary course  
            of business;                                                       
                                                                               
       (k)  made any amendment to its memorandum or articles of association or 
            other incorporation documents;                                     
                                                                               
       (l)  entered into any contract, transaction or arrangement which is or  
            may be restrictive on the business of STS or PIGIT;                
                                                                               
       (m)  entered into any contract, commitment or agreement with respect to 
            any of the transactions or events referred to in this condition    
            (ix); and                                                          
                                                                               
       (n)  been unable or admitted that it is unable to pay its debts or      
            having stopped or suspended (or threatened to stop or suspend)     
            payment of its debts generally or ceased or threatened to cease    
            carrying on all or a substantial part of its business;             
                                                                               
(x)    since 30 September 2004 (being the date to which the last interim report
       of STS was made up) and save as announced publicly and in each case     
       delivered to a Regulatory Information Service prior to 3 March 2005     
       (being the date on which the Original Offer was announced):             
                                                                               
       (a)  no litigation, arbitration, prosecution or other legal proceedings 
            having been instituted, announced or threatened or become pending  
            or remained outstanding by or against STS or to which STS is or may
            become a party (whether as plaintiff, defendant or otherwise);     
                                                                               
       (b)  no adverse change having occurred in the business, assets,         
            financial or trading position, profits or prospects of STS; and    
                                                                               
       (c)  no investigation by any Relevant Authority having been threatened, 
            announced, implemented or instituted or remaining outstanding; and 
                                                                               
(xi)   PIGIT not having discovered that:                                       
                                                                               
       (a)  any business, financial or other information concerning STS        
            publicly disclosed at any time by STS, either contains a           
            misrepresentation of fact or omits to state a fact necessary to    
            make the information contained therein not misleading; or          
                                                                               
       (b)  STS is subject to any liability, actual or contingent, which is not
            disclosed in the annual report and accounts of STS for the         
            financial year ended 31 March 2004.                                

PIGIT reserves the right to waive all or any of conditions (v) to (xi)
(inclusive) above, in whole or in part. Conditions (ii) to (xi) (inclusive)
above must be fulfilled or waived (where possible) within 21 days after the
later of the first closing date of the Increased Offer and the date on which
condition (i) is fulfilled (or, in each case, such later date as the Panel may
agree) provided that PIGIT shall be under no obligation to waive or treat as
satisfied any of conditions (iv) to (xi) (inclusive) above by a date earlier
than the latest date specified above for the satisfaction thereof
notwithstanding that the other conditions of the Increased Offer may at such
earlier date have been waived or fulfilled and that there are at such earlier
date no circumstances indicating that any of such conditions may not be capable
of fulfilment.

If PIGIT is required by the Panel to make an offer for STS Shares under the
provisions of Rule 9 of the Code, PIGIT may make such alterations to the
conditions as are necessary to comply with the provisions of that Rule.

             APPENDIX 4 - PRINCIPAL SOURCES, BASES OF INFORMATION              
                                AND ASSUMPTIONS                                

Unless otherwise stated, the sources and bases of calculation of certain data
in this announcement and the assumptions made for the purposes of such
calculations are as follows:

1.   All calculations relating to the Increased Offer and the STS Proposals    
     have been calculated as at 6 April 2005 (being the latest practicable date
     prior to this announcement), have been provided for illustrative purposes 
     only and are subject to change.                                           
                                                                               
2.   All calculations relating to the Increased Offer assume that:             
                                                                               
     (i)   the issued share capital of STS as at 6 April 2005 comprised        
           304,642,996 ordinary shares of 25p each (such number being derived  
           from the announcement by STS dated 3 March 2005);                   
                                                                               
     (ii)  the issued share capital of PIGIT as at 6 April 2005 comprised      
           185,788,766 PIGIT Shares;                                           
                                                                               
     (iii) the Increased Offer is accepted in full; and                        
                                                                               
     (iv)  50 per cent. of the STS Shares are acquired by PIGIT pursuant to the
           Increased Offer PCA.                                                
                                                                               
3.   For illustrative purposes only, had the Unconditional Date been 6 April   
     2005, the FAV per PIGIT Share would have been 197.4491p and PIGIT         
     estimates that the FAV per STS Share would have been 107.8273p, such      
     Formula Asset Values having been calculated by reference to the NAV of    
     197.99p per PIGIT Share and the NAV of 114.79p per STS Share respectively 
     as at the close of business on 6 April 2005 announced publicly and        
     delivered to a Regulatory Information Service by PIGIT and STS            
     respectively on 7 April 2005 and adjusted:                                
                                                                               
     (i)   in the case of the FAV per PIGIT Share, so as to value PIGIT's £30  
           million (nominal) of 6.125 per cent. debenture stock 2014 in        
           accordance with sub-paragraph B(ii) of appendix 1 to this           
           announcement; and                                                   
                                                                               
     (ii)  in the case of the FAV per STS Share, to take into account (a)      
           PIGIT's estimate of INVESCO's contribution to the costs incurred, or
           to be incurred, in connection with the Original Offer and the       
           Increased Offer, (b) PIGIT's estimate of the costs of repaying all  
           STS's borrowings (calculated in accordance with sub-paragraph B(i)  
           of appendix 1 to this announcement), (c) PIGIT's estimate of STS's  
           costs incurred, or to be incurred, in connection with the Original  
           Offer, the Increased Offer and the STS Board's Proposals (including 
           the £700,000 fee payable to STS's financial adviser and the £75,000 
           inducement fee payable to Lowland, both of which were disclosed on  
           page 21 of the Defence Document, and PIGIT's estimate of the costs  
           of terminating the existing management agreement between STS and    
           Martin Currie), (d) PIGIT's known and estimated costs incurred, or  
           to be incurred, in connection with the Original Offer and the       
           Increased Offer (including all advisory fees and stamp duty payable 
           on the acquisition of the STS Shares) and (e) the aggregate cost of 
           the Increased STS Special Dividend                                  
                                                                               
4.   As at 6 April 2005 (being the latest practicable date prior to this       
     announcement), Intelli Corporate Finance estimated the value of a         
     Subscription Security to be 30.1p, calculated on the basis set out in note
     3 of appendix 2 to this announcement.                                     
                                                                               
5.   The basic formula asset value of an STS Share under the STS Board's       
     Proposals (the 'Basic FAV') as at 6 April 2005 has been calculated as     
     follows:                                                                  
                                                                               
                                                                       £'m     
                                                                               
     STS's net assets                                                  349.7   
                                                                               
     Premium payable on early repayment of STS's 6.25 per cent.        (12.5)  
     Secured Bonds due 2031                                                    
                                                                               
     Aggregate costs of STS Board's Proposals borne by STS (as stated  (2.4)   
     on page 22 of the Defence Document)                                       
                                                                               
     Proposed special dividend (2.00p per STS Share)                   (6.1)   
                                                                               
                                                                       328.7   
                                                                               
     Basic FAV per STS Share                                           107.90p 
                                                                               
     The Basic FAV per STS Share has then been adjusted as follows:            
                                                                               
     (i)     in relation to an election for shares in New Securities Trust, by 
             adding back the proposed special dividend of 2.00p, resulting in  
             an Attributable Net Asset Value per STS Share of 109.9p (but note 
             the comments in paragraph 9 of this announcement);                
                                                                               
     (ii)    in relation to an election for Lowland Shares (a) by deducting    
             0.34p in respect of the termination fee payable to Martin Currie, 
             (b) by adding 0.43p in respect of Henderson's contribution to the 
             costs of the STS Board's Proposals (being 0.4 per cent. of the    
             value of the funds transferred to Lowland, as stated on page 22 of
             the Defence Document), (c) by adding 2.00p in respect of the      
             proposed special dividend and (d) by deducting 1.60p as a result  
             of issuing Lowland Shares at a premium of 1.5 per cent. to their  
             net asset value of 699.30p as at 6 April 2005, resulting in an    
             Attributable Net Asset Value per STS Share of 108.40p (but note   
             paragraph 9 of this announcement); and                            
                                                                               
     (iii)   in relation to an election for cash, (a) by deducting 0.34p in    
             respect of the termination fee payable to Martin Currie and (b) by
             adding 2.00p in respect of the proposed special dividend,         
             resulting in an Attributable Net Asset Value as at 6 April 2005 of
             109.57p (but note paragraph 9 of this announcement).              
                                                                               
6.   The Attributable Market Value of an STS Share pursuant to elections under 
     the STS Board's Proposals as at 6 April 2005 have been calculated as      
     follows:                                                                  
                                                                               
     (i)     as New Securities Trust does not exist, no assumptions have been  
             made as to what price its shares would trade at relative to their 
             NAV and, accordingly, no Attributable Market Value per STS Share  
             has been calculated pursuant to this election;                    
                                                                               
     (ii)    in the case of an election for Lowland Shares, (a) by deducting   
             the proposed special dividend of 2.00p from the Attributable Net  
             Asset Value of 108.40p, (b) by applying the discount at which the 
             Lowland Shares were trading at the close of business on 6 April   
             2005 (of 2.26 per cent.) to the resulting amount and (c) by then  
             adding back the proposed special dividend of 2.00p, resulting in  
             an Attributable Market Value of 106.00p per STS Share; and        
                                                                               
     (iii)   in the case of an election for cash, the Attributable Market Value
             per STS Share is assumed to equal the Attributable Net Asset Value
             of an STS Share pursuant to this election.                        
                                                                               
7.   The impact on the income of an STS Shareholder accepting the Increased    
     Offer or electing for Lowland Shares under the STS Board's Proposals is   
     calculated in accordance with this appendix 4 and appendix 2 to this      
     announcement.                                                             
                                                                               
8.   The tables illustrating the financial effects on an STS Share of accepting
     the Increased Offer or making an election under the STS Board's Proposals 
     in the summary to, and in paragraph 9 of, this announcement have been     
     derived from the tables in appendix 1 to this announcement (it should be  
     noted that, in the case of the illustrative effects on an STS Share,      
     fractions have been rounded to two decimal places and that, in the case of
     the illustrative effects on 1,000 STS Shares, entitlements to securities  
     have been rounded down to the nearest whole security and the nearest whole
     pence).                                                                   
                                                                               
9.   PIGIT estimates that, if STS's £50,000,000 6.25 per cent. Secured Bonds   
     due 2031 had been repaid on 6 April 2005 in accordance with the terms:    
                                                                               
     (i)   set out the listing particulars relating to the issue of such bonds 
           dated 2 May 2001, the premium payable on such early repayment would 
           have been £12.5 million; and                                        
                                                                               
     (ii)  of the agreement between the holder of such bonds and PIGIT dated 5 
           April 2005, the aggregate amount payable by PIGIT and STS to such   
           holder in excess of the nominal value of such bonds on such early   
           repayment would have been £10.2 million.                            
                                                                               
10.  PIGIT estimates that, if the Unconditional Date were 30 April 2005, based 
     on the total assets of STS as at 28 February 2005 (as disclosed in the    
     factsheet relating to STS published by Martin Currie as at that date), (i)
     INVESCO's contribution to costs incurred in connection with the Increased 
     Offer (being the contribution referred to in sub-paragraph A(viii) of     
     appendix 1 to this announcement) would be £2.0 million (including value   
     added tax) and (ii) the termination fee payable to Martin Currie (being   
     the amount referred to in sub-paragraph B(iv) of appendix 1 to this       
     announcement) would be £1.4 million (including value added tax).          
                                                                               
11.  As at 6 April 2005, PIGIT had total assets of £450.6 million (including £ 
     30 million (nominal) of 6.125 per cent. debenture stock 2014) and net     
     assets of £387.7 million. PIGIT estimates that, based on paragraph 2 above
     and assuming that settlement of the cash consideration payable in respect 
     of the Increased Offer Partial Cash Alternative, full repayment of all of 
     STS's debt and the issue of a further £20 million (nominal) of 6.125 per  
     cent. debenture stock 2004 had taken place on 6 April 2005, PIGIT's total 
     assets, as enlarged by the Increased Offer, would have been £638.1        
     million, and its net assets would have been £555.3 million.               
                                                                               
12.  STS's current yield of 4.3 per cent., referred to in paragraph 8 of this  
     announcement, is calculated by reference to (i) the interim dividend of   
     2.00p (net) for the six months ended 30 September 2004 per STS Share paid 
     on 17 December 2004 and the second interim dividend of 2.70p (net) per STS
     Share proposed to be paid in connection with the Increased Offer and the  
     STS Board's Proposals and (ii) the Closing price of 109.25p per STS Share 
     on 6 April 2005.                                                          
                                                                               
13.  The average gearing of PIGIT and Lowland over the 12 months ended 28      
     February 2005, referred to in paragraph 8 of this announcement, has been  
     calculated as the average of the relevant trust's gearing at the end of   
     each calendar month in that period as disclosed in the factsheet relating 
     to that trust as at the last day of each calendar month in that period    
     published by its investment manager.                                      
                                                                               
14.  Information relating to NAVs, net asset value returns, price of securities
     and discounts, FTSE All-Share Index capital returns, has been taken from  
     Datastream. Net asset values have been calculated valuing all debt at par.
                                                                               
15.  Share prices have been taken from Datastream. The 'discount' or 'premium' 
     at which a share trades is the difference between its mid market price and
     its net asset value expressed as a percentage of that net asset value.    
     Where the share price is higher than the net asset value per share, the   
     share stands at a premium; if the share price is lower that the net asset 
     value per share, the share stands at a discount.                          

                           APPENDIX 5 - DEFINITIONS                            

'Admission'           admission of the New PIGIT Shares and Subscription       
                      Securities to the Official List and to trading on the    
                      London Stock Exchange's market for listed securities     
                      becoming effective in accordance with the Listing Rules  
                      and the Admission Standards respectively                 
                                                                               
'Admission Standards' the admission and disclosure standards for companies     
                      published from time to time by the London Stock Exchange 
                                                                               
'Attributable Market  the market value attributable to an STS Share pursuant to
Value'                acceptance of the Increased Offer (and, where            
                      appropriate, an election under the Increased Offer       
                      Partial Cash Alternative) or an election for any of the  
                      options envisaged by the STS Board's Proposals,          
                      calculated in accordance with appendices 2 and 4 to this 
                      announcement                                             
                                                                               
'Attributable Net     the net asset value attributable to an STS share pursuant
Asset Value'          to acceptance of the Increased Offer (and, where         
                      appropriate, an election under the Increased Offer       
                      Partial Cash Alternative) or an election for any of the  
                      options envisaged by the STS Board's Proposals,          
                      calculated in accordance with appendices 2 and 4 to this 
                      announcement                                             
                                                                               
'Bonus Issue'         the bonus issue of Subscription Securities to holders of 
                      the PIGIT Shares on the register at the close of business
                      on the Bonus Issue Record Date                           
                                                                               
'Bonus Issue Partial  the entitlement of PIGIT Shareholders to receive cash in 
Cash Alternative' or  respect of a proportion of the Subscription Securities to
'Bonus Issue PCA'     which they would otherwise be entitled under the Bonus   
                      Issue on the terms and subject to the conditions set out 
                      in this announcement and to be set out in the Circular   
                      and the accompanying form of election                    
                                                                               
'Bonus Issue Record   the record date for the Bonus Issue, which is expected to
Date'                 be 30 May 2005                                           
                                                                               
'Bonus Subscription   the Subscription Securities to be allotted or issued     
Securities'           pursuant to the Bonus Issue                              
                                                                               
'Bonus Subscription   the entitlement of PIGIT Shareholders to receive cash, in
Securities Basic Cash respect of a proportion of the Subscription Securities to
Entitlement'          which they would otherwise be entitled under the Bonus   
                      Issue, subject to making a valid election for the Bonus  
                      Issue Partial Cash Alternative                           
                                                                               
'Circular'            the circular to be sent to PIGIT Shareholders and to     
                      Existing Warrantholders summarising the background to and
                      reasons for the Increased Offer and convening the Second 
                      EGM and the Warrantholders' Special Meeting              
                                                                               
'Closing Price'       the closing middle market quotation of a share on the    
                      relevant date as derived from the Daily Official List as 
                      taken from Datastream                                    
                                                                               
'Code' or 'City Code' the City Code on Takeovers and Mergers (as amended or    
                      interpreted from time to time by the Panel)              
                                                                               
'Daily Official List' the daily official list of the London Stock Exchange     
                                                                               
'Defence Document'    the document circulated by STS to STS Shareholders dated 
                      23 March 2005 responding to the Original Offer           
                                                                               
'Existing PIGIT       the existing warrants, each of which confers the right to
Warrants'             subscribe for one PIGIT Share at 100p on 31 August in    
                      either 2005 or 2006                                      
                                                                               
'Existing             the holders for the time being of the Existing PIGIT     
Warrantholders'       Warrants                                                 
                                                                               
'FAV per PIGIT Share' the formula asset value, calculated in accordance with   
                      the formula set out in appendix 1 to this announcement,  
                      attributable to each PIGIT Share in issue as at the close
                      of business on the Unconditional Date                    
                                                                               
'FAV per STS Share'   the formula asset value, calculated in accordance with   
                      the formula set out in appendix 1 to this announcement,  
                      attributable to each STS Share in issue as at the close  
                      of business on the Unconditional Date                    
                                                                               
'Formula Asset        the FAV per STS Share and the FAV per PIGIT Share        
Values'                                                                        
                                                                               
'Henderson'           Henderson Global Investors Limited                       
                                                                               
'Increased Basic Cash the entitlement of an STS Shareholder to receive cash, in
Entitlement'          respect of 50 per cent. of the STS Shares in respect of  
                      which such shareholder accepts the Increased Offer, under
                      the Increased Offer Partial Cash Alternative, subject to 
                      making a valid election for the Increased Offer PCA      
                      whilst the Increased Offer PCA remains open              
                                                                               
'Increased Offer'     the increased offer to be made by Intelli Corporate      
                      Finance on behalf of PIGIT to acquire the STS Shares on  
                      the terms and subject to the conditions to be set out in 
                      the Increased Offer Document and the New Form of         
                      Acceptance (including, where the context so requires, any
                      subsequent waiver, revision, variation, extension or     
                      renewal of such offer and any election available in      
                      connection with it)                                      
                                                                               
'Increased Offer      the document to be posted to STS Shareholders containing,
Document'             and setting out the terms and conditions of, the         
                      Increased Offer                                          
                                                                               
'Increased Offer      the right for STS Shareholders who accept the Increased  
Partial Cash          Offer to elect to receive at least part of their         
Alternative' or       consideration in cash and, where the context admits, any 
'Increased Offer PCA' subsequent revision, variation, extension or renewal     
                      thereof                                                  
                                                                               
'Increased STS Second the second interim dividend of 2.7p per STS Share in     
Interim Dividend'     respect of the financial year ended 31 March 2005, which,
                      as soon as practicable after the Increased Offer becomes 
                      or is declared unconditional in all respects, PIGIT will 
                      procure that STS declares and which will be payable to   
                      STS Shareholders whose valid acceptances for the         
                      Increased Offer have been received prior to the          
                      ex-dividend date (which will be shortly after the Wholly 
                      Unconditional Date) or who are otherwise on the STS      
                      register of members on the record date                   
                                                                               
'Increased STS        the special dividend of 2.0p per STS Share in respect of 
Special Dividend'     the financial year ended 31 March 2005, which, as soon as
                      practicable after the Increased Offer becomes or is      
                      declared unconditional in all respects, PIGIT will       
                      procure that STS declares and which will be payable to   
                      STS Shareholders whose valid acceptances for the         
                      Increased Offer have been received prior to the          
                      ex-dividend date (which will be shortly after the Wholly 
                      Unconditional Date) or who are otherwise on the STS      
                      register of members on the record date                   
                                                                               
'Intelli Corporate    Intelli Corporate Finance Limited                        
Finance'                                                                       
                                                                               
'INVESCO'             INVESCO Asset Management Limited or, where the context   
                      requires, the group of companies to which INVESCO Asset  
                      Management Limited belongs                               
                                                                               
'INVESCO UK'          INVESCO UK Limited                                       
                                                                               
'Listing Rules'       the Listing Rules of the UK Listing Authority made       
                      pursuant to section 74 of the Financial Services and     
                      Markets Act 2000                                         
                                                                               
'London Stock         London Stock Exchange plc                                
Exchange'                                                                      
                                                                               
'Lowland'             Lowland Investment Company plc                           
                                                                               
'Lowland Shares'      the ordinary shares of 25p each in the capital of Lowland
                                                                               
'Martin Currie'       Martin Currie Investment Management Limited              
                                                                               
'NAV'                 net asset value                                          
                                                                               
'New Form of          the form of acceptance, authority and election for use by
Acceptance'           STS Shareholders in connection with the Increased Offer  
                      to be posted to STS Shareholders                         
                                                                               
'New PIGIT            New PIGIT Shares and Offer Subscription Securities       
Securities'                                                                    
                                                                               
'New PIGIT Shares'    the PIGIT Shares to be issued pursuant to the Increased  
                      Offer                                                    
                                                                               
'New Securities       a new investment trust to be managed by Martin Currie,   
Trust'                which would be established as a successor vehicle to STS 
                      if the STS Board's Proposals were implemented            
                                                                               
'New Warrants'        the new warrants to be issued by PIGIT pursuant to the   
                      Increased Offer and/or the Bonus Issue in the event that 
                      Warrantholders' Approval is not obtained, each of which  
                      will confer the right to subscribe for one PIGIT Share at
                      the Subscription Price on 31 August in any of the years  
                      2006 to 2013 (inclusive)                                 
                                                                               
'Offer Period'        the period commencing on 3 March 2005 until whichever of 
                      the following shall be the latest: (i) 3.00 p.m. on the  
                      first closing date of the Increased Offer, (ii) the      
                      Unconditional Date and (iii) the date on which the       
                      Increased Offer lapses                                   
                                                                               
'Offer Subscription   the Subscription Securities to be allotted pursuant to   
Securities'           the terms of the Increased Offer                         
                                                                               
'Offer Subscription   the entitlement of STS Shareholders to receive cash, in  
Securities Basic Cash respect of up to 50 per cent. of the Subscription        
Entitlement'          Securities to which they are entitled under the Increased
                      Offer, subject to making a valid election for the Offer  
                      Subscription Securities Partial Cash Alternative whilst  
                      the Offer Subscription Securities PCA remains open       
                                                                               
'Offer Subscription   the right, on the terms and subject to the conditions set
Securities Partial    out in this announcement and to be set out in the        
Cash Alternative' or  Increased Offer Document, for STS Shareholders who accept
'Offer Subscription   the Increased Offer to elect to receive cash in respect  
Securities PCA'       of a proportion of the Subscription Securities to which  
                      they would otherwise be entitled under the Increased     
                      Offer                                                    
                                                                               
'Official List'       the Official List of the UK Listing Authority            
                                                                               
'Original Form of     the form of acceptance, authority and election which was 
Acceptance''          for use by STS Shareholders in connection with the       
                      Original Offer                                           
                                                                               
'Original Offer''     the original offer made by Intelli Corporate Finance on  
                      behalf of PIGIT to acquire the entire issued and to be   
                      issued share capital of STS on the terms and subject to  
                      the conditions set out in the Original Offer Document and
                      the Original Form of Acceptance                          
                                                                               
'Original Offer       the offer document dated 10 March 2005, containing the   
Document''            Original Offer, addressed to STS Shareholders            
                                                                               
'Original Partial     the right, on the terms and subject to the conditions set
Cash Alternative' or  out in the Original Offer Document and Original Form of  
'Original PCA'        Acceptance, for STS Shareholders who accepted the        
                      Original Offer to elect to receive at least part of their
                      consideration in cash                                    
                                                                               
'Panel'               the Panel on Takeovers and Mergers                       
                                                                               
'PIGIT'               Perpetual Income and Growth Investment Trust plc         
                                                                               
'PIGIT Directors' or  the directors of PIGIT                                   
'PIGIT Board'                                                                  
                                                                               
'PIGIT Second Interim the second interim dividend, in lieu of a final dividend,
Dividend'             for the financial year ended 31 March 2005 of 3.4p per   
                      PIGIT Share, which, subject to the Increased Offer       
                      becoming or being declared unconditional in all respects,
                      PIGIT proposes to pay to PIGIT Shareholders (excluding   
                      holders of New PIGIT Shares) who are on the PIGIT        
                      register of members on the same date as the ex-dividend  
                      date for the Increased STS Second Interim Dividend       
                                                                               
'PIGIT Shareholders'  holders of PIGIT Shares                                  
                                                                               
'PIGIT Shares'        the ordinary shares of 10p each in the capital of PIGIT  
                                                                               
'Principal Bases and  principal sources, bases of information and assumptions  
Assumptions'          made for the purposes of calculation of certain data in  
                      this announcement as set out in appendix 4 to this       
                      announcement                                             
                                                                               
'Regulatory           any information service authorised from time to time by  
Information Service'  the UK Listing Authority for the purpose of dissemination
                      of regulatory announcements by the Listing Rules of the  
                      UK Listing Authority                                     
                                                                               
'Second EGM'          the extraordinary general meeting of PIGIT to be convened
                      to obtain the requisite Shareholders' Approval to        
                      implement the Increased Offer and the Bonus Issue        
                                                                               
'Shareholders'        the approval to be sought from PIGIT Shareholders at the 
Approval'             Second EGM                                               
                                                                               
'STS'                 Securities Trust of Scotland plc                         
                                                                               
'STS Board' or 'STS   the board of directors of STS                            
Directors'                                                                     
                                                                               
'STS Board's          the STS Board's proposals as described in the Defence    
Proposals'            Document                                                 
                                                                               
'STS Shareholders'    registered holders of STS Shares                         
                                                                               
'STS Shares'          the existing unconditionally allotted or issued and fully
                      paid (or credited as fully paid) ordinary shares of 25p  
                      each in the capital of STS and any further shares which  
                      are unconditionally allotted or issued fully paid or     
                      credited as fully paid after the date of this            
                      announcement and before the date on which the Increased  
                      Offer ceases to be open for acceptance (or such earlier  
                      date as PIGIT may, subject to the Code, decide) but      
                      excluding any such shares held or which become held in   
                      treasury                                                 
                                                                               
'Subscription Price'  110 per cent. of the net asset value of a PIGIT Share as 
                      at the close of business on the earlier of the           
                      Unconditional Date and the Bonus Issue Record Date       
                                                                               
'Subscription         Subscription Shares to be issued pursuant to the         
Securities'           Increased Offer and/or the Bonus Issue in the event that 
                      Warrantholders' Approval is obtained or New Warrants if  
                      such approval is not obtained                            
                                                                               
'Subscription         the price at which INVESCO UK will acquire Subscription  
Security Issue Price' Securities pursuant to the Offer Subscription Securities 
                      Partial Cash Alternative and the Bonus Subscription      
                      Securities Partial Cash Alternative, which will be       
                      calculated as at the Unconditional Date (or, if early 30 
                      May 2005) using the same methodology as that described in
                      note 3 of appendix 2 to this announcement with the       
                      resulting value being rounded down to the nearest whole  
                      pence                                                    
                                                                               
'Subscription Shares' the subscription shares of 0.001p per share to be issued 
                      by PIGIT pursuant to the Increased Offer and/or Bonus    
                      Issue in the event that the Warrantholders' Resolution is
                      duly passed, each of which will confer the right to      
                      subscribe for one PIGIT Share at the Subscription Price  
                      on 31 August in any of the years 2006 to 2013 (inclusive)
                                                                               
'Supplementary        the supplementary listing particulars to be issued in    
Listing Particulars'  respect of PIGIT, the New PIGIT Shares and the           
                      Subscription Securities                                  
                                                                               
'UK' or 'United       United Kingdom or Great Britain and Northern Ireland     
Kingdom'                                                                       
                                                                               
'UK Income and Growth the constituents of the UK income and growth sector are  
sector'               those London-listed closed-end funds in the UK growth and
                      income sector, as categorised by Datastream, and, where  
                      appropriate in the case of statistics relating to the    
                      performance of that sector, such performance shall be the
                      size-weighted average performance of such constituents   
                                                                               
'UK Listing           the Financial Services Authority acting in its capacity  
Authority'            as the competent authority for the purposes of Part VI of
                      the Financial Services and Markets Act 2000              
                                                                               
'Unconditional Date'  the date on which the Increased Offer becomes or is      
                      declared unconditional as to acceptances                 
                                                                               
'United States' or    the United States of America, its territories and        
'US'                  possessions, any state of the United States of America   
                      and the District of Columbia and all other areas subject 
                      to its jurisdiction                                      
                                                                               
'US Person'           a US person as defined in Regulation S under the US      
                      Securities Act                                           
                                                                               
'US Securities Act'   the US Securities Act of 1933 (as amended) and the rules 
                      and regulations promulgated under that act               
                                                                               
'Warrantholders'      the approval to be sought from Existing Warrantholders at
Approval'             the Warrantholders' Special Meeting                      
                                                                               
'Warrantholders'      the special meeting of the holders of Existing           
Special Meeting'      Warrantholders to approve the allotment of the           
                      Subscription Shares                                      
                                                                               
'Wholly Unconditional the date on which the Increased Offer becomes or is      
Date'                 declared unconditional in all respects                   


                                                                                                                                                                                                                      

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