REG - Edinburgh Worldwide - Circ re. EWIT call to vote against Saba proposals

Edinburgh Worldwide Investment TrustAnnouncement

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RNS Number : 5454M  Edinburgh Worldwide Inv Trust PLC  23 December 2025

Edinburgh Worldwide Investment Trust plc

Legal Entity Identifier: 213800JUA8RKIDDLH380

23 December 2025

 

PROTECT YOUR INVESTMENT

PROTECT YOUR TRUST

VOTE TO STOP SABA

 

The Board of Edinburgh Worldwide has today published a Circular including a
notice for the Requisitioned General Meeting to be held at 12 noon on 20
January 2026 which is being held at the requirement of Vidacos Nominees
Limited a/c 2062 on behalf of Saba Capital Management, L.P. which has
submitted a series of resolutions to remove the Board and replace it with
their own appointees.

 

The Circular will be available to download shortly from the Company's website
www.edinburghworldwide.co.uk (http://www.edinburghworldwide.co.uk) and its
microsite, www.trustewit.com (http://www.trustewit.com) .

 

THE BOARD STRONGLY RECOMMENDS THAT SHAREHOLDERS VOTE AGAINST ALL THE SABA
RESOLUTIONS

 

TO STOP SABA YOU MUST VOTE

BY 12:00 NOON ON SATURDAY 17 JANUARY 2026, ALTHOUGH PLEASE BE AWARE THAT SOME
PLATFORMS MAY HAVE DEADLINES AS EARLY AS 12 JANUARY 2026

 

STOP SABA TAKING OVER EWIT

 

Your vote matters. If you do not vote, then the Edinburgh Worldwide strategy
that you know and have invested in will cease to exist.

 

•     Saba wants to take control on the cheap: Saba is again attempting
to seize control of the Company. A similar attempt to take control was
overwhelmingly voted down in February 2025.

 

•     What Saba isn't telling you: The Board believes that Saba's
objectives have not changed. Saba continues to prioritise its own commercial
interests to the potential detriment of other Shareholders.

 

·    Saba's nominee directors would not be independent. All three have
been selected by Saba, and their appointment in place of the current Directors
would effectively hand Saba control of the Company.

 

·    Saba has not disclosed its plans should it gain control. It
previously stated its intention to be appointed as investment manager, which
would fundamentally change the Company's investment strategy and financially
benefit Saba.

 

•     What you would lose: Shareholders have chosen EWIT because it
offers a unique and distinctive portfolio of disruptive and transformative
companies positioned for long-term growth, including BillionToOne, Echodyne,
SHINE Technologies, PsiQuantum, SpaceX (the Company's largest holding), Axon
Enterprises, and Alnylam Pharmaceuticals. The approach of Saba and its
associates to this portfolio is unknown.

 

•     The Board's policies are working: In early 2024, the Board, under
new leadership, undertook a comprehensive review of the investment mandate,
the Manager and its operational capabilities to improve performance and drive
long term value creation for ALL Shareholders. The Company is delivering
against this plan:

 

·    NAV total return of +20.5% over last 12 months compared to +10.9% for
the S&P Global Small Cap Index (the Company's benchmark).(1)

 

·    An enhanced share buy-back programme that has contributed to an
average discount over the last 12 months of 5.5%, significantly narrower than
the Global Smaller Companies peer group weighted average discount of 17.9%.(2)

 

•     The Company you know is in danger: Saba's shareholding is now
larger than when it previously attempted to seize control in February. This
significantly increases the possibility of Saba succeeding this time.

 

It is critical that all Shareholders who wish to prevent Saba from taking
control use their votes.

 

 

Jonathan Simpson-Dent, Chair of Edinburgh Worldwide has written the following
letter to the Shareholders of Edinburgh Worldwide:

 

"Dear Shareholder

 

Protect your investment. Protect your Trust. Vote to stop Saba.

 

Once again, Edinburgh Worldwide Investment Trust is at risk. For the second
time inside a year, Saba, a US hedge fund manager, has launched an assault on
your investment trust by seeking to remove your entire independent Board and
replace it with three US-based nominees of its own choosing, effectively
handing control of your company to Saba.

 

Ten months ago, you were given a clear choice:

•     the continuation of Edinburgh Worldwide, with its unique mandate
that gives shareholders access to an exciting global portfolio of disruptive
and transformative companies positioned for long-term growth, or

•     hand the investment trust over to Saba to prioritise its own
commercial interests, including appointing itself as investment manager
(therefore benefitting from associated fees) and changing the investment
strategy.

 

Your decision was extremely clear. 98.4% of voters(3) rejected Saba's
proposals in full. Your decision has been rewarded by a year of strong
performance as the Company's Path to Growth strategy builds momentum,
delivering outperformance of our benchmark (20.5% versus 10.9%)(4). Over the
last two years, this Board has been resolute in making the changes necessary
to give you the performance you expect, and the plan is working.

 

Since February, when you overwhelmingly rejected Saba's proposals, your Board
has sought to engage constructively with Saba, proposing options that would
have offered liquidity and choice to all shareholders. Saba has been quick to
reject all of these, showing no interest in strategies that would benefit all
shareholders, and simply continuing with its single-minded pursuit for
control. Saba is undeterred. Your voice has not been heard by Saba.

 

As Saba comes back for a second attempt to seize your Company, they have
deliberately chosen not to share their plans with you, perhaps recognising the
significant criticism they received last time. However, all indications
suggest their intentions remain the same. Be in no doubt, a Board selected
exclusively by Saba would give it full control, enabling them to install
themselves as investment manager and fundamentally change the Company's unique
strategy for its own financial benefit.

And without a significant shareholder turnout, they could just do it. Saba's
shareholding is now even larger than when it previously attempted to grab
control in February. As a result, the risk of Saba succeeding this time is
materially higher. Shareholders cannot afford to be complacent - your vote
matters.

 

Edinburgh Worldwide exists for a clear purpose - to give Shareholders access
to a unique global portfolio of disruptive and transformative companies
positioned for long-term growth. Your investments span both public and private
markets, providing you with exposure to companies at earlier stages of value
creation that are often unavailable through listed markets alone. SpaceX, your
largest holding, exemplifies this approach, having delivered a 10x return
since investing at an early stage in 2018(5). It remains a compelling
long-term opportunity alongside a number of ground-breaking companies in the
portfolio. This differentiated strategy is precisely why Shareholders chose to
invest in Edinburgh Worldwide.

 

Your Board is resolutely focused on maintaining the positive momentum in
performance well into 2026 and beyond. We will also continue to work
collaboratively with all Shareholders, including Saba, to pursue strategic
options to accelerate shareholder returns, but we will do this in a careful
and considered manner, and only where we see clear benefits for all of our
valued Shareholders.

 

If you value your Company's independence, this distinctive investment
proposition, and the progress already achieved, I strongly urge you to vote
against Saba's resolutions and help ensure your Company's future remains in
the hands of all its shareholders, not just one.

 

Protect your investment.

 

Protect your trust.

 

Vote to stop Saba.

Sincerely yours

 

Jonathan Simpson-Dent

Chair"

 

TO STOP SABA YOU MUST VOTE

BY 12:00 NOON ON SATURDAY 17 JANUARY 2026, ALTHOUGH PLEASE BE AWARE THAT SOME
PLATFORMS MAY HAVE DEADLINES AS EARLY AS 12 JANUARY 2026

 

For further information please contact:

 

Investors:

Deutsche Numis

Nathan Brown

Tel: +44 20 7547 0569

nathan.brown@dbnumis.com (mailto:nathan.brown@dbnumis.com)

 

Matt Goss

Tel: +44 20 7547 0541

matt.goss@dbnumis.com (mailto:matt.goss@dbnumis.com)

 

Media:

Greenbrook Advisory

Rob White / Peter Hewer

+44 207 952 2000

ewit@greenbrookadvisory.com (mailto:ewit@greenbrookadvisory.com)

 

Company Secretary:

Baillie Gifford & Co Limited

enquiries@bailliegifford.com (mailto:enquiries@bailliegifford.com)

Tel 0800 917 2113

 

Notes

Capitalised terms used in this announcement have the meaning given to them in
the Circular, unless otherwise defined in this announcement.

 

 

1. All data sourced from LSE Workspace to 18 December 2025.

2. All data sourced from Morningstar to 18 December 2025. Past performance is
not an indicator of future performance.

3. 98.4% reflects those shareholders who voted (excluding Saba Capital and its
associates).

4. NAV total return. All data sourced from LSE Workspace to 18 December 2025.

5. As at 30 November 2025. Source: Revolution.

 

 

EXPECTED TIMETABLE

 

 Publication of this document                                                 23 December 2025
 Record time and date for entitlement to vote at the Requisitioned General
 Meeting

                                                                              6.30 p.m. on 16 January 2026
 Latest time and date for receipt of the Form of Proxy, or submitting proxy
 instructions online at www.investorcentre.co.uk/eproxy or through CREST in

 respect of the Requisitioned General Meeting

                                                                              12 noon on Saturday 17 January 2026
 Requisitioned General Meeting                                                12 noon on 20 January 2026

 

A copy of the Circular has been submitted to the National Storage Mechanism
and will shortly be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism. The Circular will also
shortly be available on the Company's website at www.edinburghworldwide.co.uk.
Neither the contents of the Managers' website nor the contents of any website
accessible from hyperlinks on the Managers' website (or any other website) is
incorporated into, or forms part of, this announcement.

 

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