Henderson Int. Regulatory News (HINT)

HENDERSON INTERNATIONAL INCOME TRUST PLC

HENDERSON INVESTMENT FUNDS LIMITED

LEGAL ENTITY IDENTIFIER: 2138006N35XWGK2YUK38

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, TO US PERSONS OR INTO OR FROM THE UNITED STATES, OR INTO OR FROM AUSTRALIA, CANADA, THE REPUBLIC OF SOUTH AFRICA, NEW ZEALAND OR JAPAN

This announcement is an advertisement and not a prospectus. This announcement does not constitute or form part of, and should not be construed as, an offer for sale or subscription of, or solicitation of any offer to buy, elect or subscribe for, any shares in Henderson International Income Trust plc (the "Company" or "HINT") or securities in any other entity, in any jurisdiction, including the United States, nor shall it, or any part of it, or the fact of its distribution, form the basis of, or be relied on in connection with, any contract or investment decision whatsoever, in any jurisdiction. This announcement does not constitute a recommendation regarding any securities.

Any investment decision must be made exclusively on the basis of the Prospectus (defined below) which has been published today by the Company and any supplement thereto in connection with the admission of Ordinary Shares of the Company to the premium segment of the Official List of the Financial Conduct Authority and to trading on the premium segment of the London Stock Exchange's main market for listed securities.

18 July 2019

HENDERSON INTERNATIONAL INCOME TRUST PLC

Issue of new shares

in connection with the recommended proposals for the reconstruction and winding-up of The Establishment Investment Trust plc ("EIT")

Background

The Board of Henderson International Income Trust Plc ("HINT" or the "Company") refers to the circular and prospectus in connection with recommended proposals for the reconstruction and winding-up of The Establishment Investment Trust plc ("EIT") published on 10 June 2019. The Board is pleased to announce that HINT will now acquire approximately £12.9 million of assets from EIT in consideration of the issue in aggregate of 7,827,410 New Ordinary Shares.

Ratio

The number of New Ordinary Shares to be issued under the Scheme is determined by reference to the Residual Net Asset Value per EIT Share of 222.105945p and the HINT FAV per Share of 164.503807p, both as at 11.59 p.m. on 12 July 2019. EIT Shareholders will receive 1.350157 New Ordinary Shares of HINT for every EIT Share held.

Fractional entitlements to New Ordinary Shares pursuant to the EIT Scheme will not be issued pursuant to the Proposals and entitlements have been rounded down to the nearest whole number.

Admission to trading

Application has been made to the Financial Conduct Authority for the New Ordinary Shares to be admitted to the premium segment of the Official List and to the London Stock Exchange for the New Ordinary Shares to be admitted to trading on the premium segment of the Main Market. Admission and dealings are expected to commence on 19 July 2019. The New Ordinary Shares will rank equally in all respects with the existing Ordinary Shares of the Company. For the avoidance of doubt EIT Shareholders are not entitled to the dividend declared by the Company on 7 June 2019, payable on 30 August 2019 to shareholders registered on 12 July 2019.

Total Voting Rights

Further to this issue the total number of Ordinary Shares in issue will be 187,308,716.

The total number of voting rights in the Company will be 187,308,716 in respect of the Ordinary Shares. The above figure 187,308,716 may be used by Shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, Henderson International Income Trust plc under the FCA's Disclosure Guidance and Transparency Rules.

Capitalised terms not otherwise defined in this announcement have the meanings given in the circular published by the Company on 10 June 2019.

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