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16 February 2012

DUNEDIN ENTERPRISE INVESTMENT trust plc

DISPOSAL AND PROPOSED TENDER OFFER

Disposal

Dunedin Enterprise  Investment Trust plc (the "Company") is pleased to announce that it has sold its entire investment in SWIP Private Equity Fund of Funds II plc ("SWIP PEF") to a number of third parties for an aggregate cash consideration of €17,372,000, equivalent to approximately £14.55 million.  This consideration equates to a 8.0% discount to the Euro value of that investment as at 30 September 2011 (being the last date as at which the Company's unaudited net asset value has been calculated). 

This transaction represents the first step in enacting the change of the Company's strategy to focus on funds raised by Dunedin Capital Partners investing in the UK as well as returning cash to shareholders, which was approved by shareholders at a general meeting of the Company held in November 2011.

Proposed Tender Offer

In accordance with the Company's distribution policy announced on 1 November 2011, the Board is proposing to return approximately £14.31 million of the proceeds of the sale of the Company's investment in SWIP PEF in cash to shareholders via a tender offer (the "Tender Offer"). 

It is envisaged that the Tender Offer will be to purchase up to 10% of the ordinary shares currently in issue at a price of 475p per share, equivalent to a 10.7% discount to the adjusted net asset value per share as at 30 September 2011 (being the net asset value per share as at 30 September 2011 adjusted to value the Company's investment in SWIP PEF at the price at which it has been sold).  The Company's unaudited net asset value per share as at 31 December 2011 is expected to be announced on 1 March 2012.

All shareholders on the Company's register of members at the close of business on the record date for the Tender Offer will have a basic entitlement in the Tender Offer, pro rata to the number of ordinary shares held at the record date, and will be entitled to tender ordinary shares up to their basic 10% entitlement and also to tender additional ordinary shares.  However, any such excess tenders above the basic 10% entitlement will only be satisfied, on a pro rata basis, to the extent that other shareholders tender less than their aggregate basic 10% entitlement.  Ordinary shares purchased by the Company under the Tender Offer will be cancelled.

The board expects to publish a circular to shareholders, setting out the terms and conditions of the Tender Offer and instructions on how shareholders may participate in the Tender Offer, in March 2012.  That circular will also include a notice convening a general meeting of the Company at which the requisite shareholder approval to enable the Tender Offer to be implemented will be sought and which is expected to be held in April 2012.  It is anticipated that shareholders participating in the Tender Offer will receive their realisation proceeds by 30 April 2012.

Enquiries

Notes

Canaccord Genuity Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting solely for the Company and for no one else in connection with the Tender Offer and will not be responsible to anyone other than the Company for providing the protections afforded to clients of Canaccord Genuity or for affording advice in relation to the Tender Offer or any other matter referred to in this announcement.