HEFT Henderson European Focus Trust Plc

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED IN IT ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO, THE UNITED STATES OF AMERICA (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA), AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA, IN ANY MEMBER STATE OF THE EEA OR IN ANY OTHER JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL

This announcement contains information that is inside information for the purposes of Article 7 of the UK version of Regulation (EU) No. 596/2014 which is part of UK law by virtue of the European Union (Withdrawal) Act 2018, as amended (the "Market Abuse Regulation"). The person responsible for arranging for the release of this announcement on behalf of the Company is Janus Henderson Secretarial Services UK Limited acting as corporate secretary.

JANUS HENDERSON FUND MANAGEMENT UK LIMITED

HENDERSON EUROPEAN FOCUS TRUST PLC

LEGAL ENTITY IDENTIFIER: 213800GS89AL1DK3IN50

25 June 2024

HENDERSON EUROPEAN FOCUS TRUST PLC

Results of Tender Offer

The Board of Henderson European Focus Trust plc (the "Company") is pleased to announce the results of the Tender Offer.  A total of 75,848,229 Shares were tendered and the Tender Offer was oversubscribed, which was not unexpected given the market backdrop and the outcomes of recent tender offers/cash exits in the closed-ended sector.  Shareholders were entitled to tender up to 15% of their Shares (the "Basic Entitlement"), and they may also have tendered additional Shares, but any such excess above the Basic Entitlement would only be satisfied, on a pro rata basis, to the extent that other Shareholders tendered less than their aggregate Basic Entitlement.

Accordingly, the Basic Entitlement of all Shareholders who have validly tendered their Shares will be accepted in full and excess tenders will be satisfied to the extent of approximately 23.2 per cent. of the excess Shares tendered.  Consequently, 31,915,217 Shares have been accepted pursuant to the Tender Offer, being 15% of the issued Share capital of the Company.

The Tender Price, which has been calculated in accordance with the circular published on 20 May 2024 (the "Circular"), is 198.846970 pence per Share.

In accordance with the terms of the Tender Offer, the Shares are expected to be purchased by Winterflood on 4 July 2024, although this remains conditional upon, amongst other things, the passing of the HNE Resolutions to approve the Scheme and the winding-up of HNE at the HNE General Meetings.  All Shares repurchased by the Company pursuant to the Repurchase Agreement will be held in treasury.  Payment of Tender Offer proceeds will be made to Shareholders through CREST on 5 July 2024 and cheques for certificated Shareholders will be despatched on 15 July 2024.

Defined terms used in this announcement have the meanings given in the Circular, unless the context otherwise requires.

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