Response to the PIGIT Offer

Securities Trust of Scotland PLC 08 April 2005 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, THE REPUBLIC OF IRELAND OR JAPAN. Securities Trust of Scotland plc Response to the Revised PIGIT Offer announcement The Board of Securities Trust of Scotland plc ('Securities Trust') notes the revised Offer announcement made by Perpetual Income and Growth Investment Trust plc ('PIGIT'). PIGIT approached Securities Trust with an outline of the proposed terms of its revised Offer (the 'Revised PIGIT Offer') in advance of their public announcement. Since this approach, the Board has considered carefully the terms of the Revised PIGIT Offer which have also been the subject of a detailed analysis by its advisers. However, the Board, which has been so advised by JPMorgan Cazenove, has concluded that the Revised PIGIT Offer is not in the best interests of shareholders as a whole and remains strongly of the view that the Board's Proposals are superior and better for Shareholders. In reaching this decision, the Board has concluded that the Revised PIGIT Offer: • Does not offer as much choice as the Board's proposals • Does not offer a full cash alternative at 100% of FAV, which the Board's proposals do. The value of the cash alternative is greater under the Board's proposals than under the Revised PIGIT Offer. • Does not offer the choice of shares in a successor to Securities Trust, which aims to provide an increase in annual income for Shareholders and substantially more income than under the Revised PIGIT Offer • Does not offer the option of shares in Lowland, a better performing, better rated trust which has grown its dividend significantly faster than PIGIT. Furthermore, the Revised PIGIT Offer: • would result in a reduction in income of up to 34.8% for Securities Trust shareholders • does not adjust for the effects of future dilution of the PIGIT net asset value if the new subscription securities ('warrants') PIGIT proposes to issue are exercised • uses, for calculation purposes, share prices and discount / premium levels that have arisen as a result of short term market considerations in connection with the Offer rather than proven averages taken over the longer term • introduces a degree of undue complexity and uncertainty for Securities Trust shareholders. The Board reiterates its unanimous recommendation to Shareholders to support the Board's proposals and to reject the Revised PIGIT Offer. The Board will be writing to Shareholders shortly with full details of its response. Chairman designate, Neil Donaldson said 'We have carefully reviewed these revised terms, in advance of their announcement, and our advisers have been engaged with PIGIT's advisers. We are committed to achieving the best possible result for our shareholders, and for no one else. The PIGIT offer ignores the fundamental pillars of our proposition of free choice, higher income, a 100% cash exit and better performance all of which are embedded in our proposals. Against these, PIGIT is offering restricted choice, only a partial cash exit, a substantial reduction in income, shares in a trust which has not performed as well as Lowland and an overly complex structure. The Board's proposals are clear, definitive, deliverable and have been structured with the views of shareholders in mind. Supporting the Board's proposals remains the clear best choice for shareholders' Enquiries: Neil Donaldson / Anita Frew Securities Trust of Scotland plc via 020 7353 4200 Angus Gordon Lennox JPMorgan Cazenove Limited 07768 503516 Kirstie Hamilton / Kate Inverarity Tulchan Communications 020 7353 4200 JPMorgan Cazenove Limited is acting for Securities Trust in relation to the matters referred to in this announcement and no one else and will not be responsible to anyone other than Securities Trust for providing the protections offered to clients of JPMorgan Cazenove Limited nor for providing advice in relation to the matters referred to in this announcement. JPMorgan Cazenove Limited of 20 Moorgate, London EC2R 6DA, which is authorised and regulated by the Financial Services Authority, has approved the contents of this announcement for the purposes of Section 21 of the Financial Services and Markets Act 2000. Appendix I Definitions Board or Directors the directors of the Company from time to time JPMorgan Cazenove JPMorgan Cazenove Limited Lowland Lowland Investment Company plc PIGIT Perpetual Income and Growth Investment Trust plc PIGIT Offer or Offer the formal offer made by Intelli Corporate Finance Limited on behalf of PIGIT on 10 March 2005 for the entire issued and to be issued share capital of the Company Proposals the Board's proposals as described in the circular dispatched to Shareholders dated 23 March 2005 Securities Trust or Company Securities Trust of Scotland plc Shareholders holders of Securities Trust Shares US or the United States the United States of America, its territories and possessions, any state of the United States of America and the District of Columbia and all other areas subject to the jurisdiction of the United States of America END This information is provided by RNS The company news service from the London Stock Exchange
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