Edinburgh Worldwide Investment Trust (LSE:EWI) — Q&A session with Chairman

0:01 Good afternoon, and welcome to the EDINBURGH WORLDWIDE INVESTMENT TRUST PLC Q and A session. Thank you very much indeed to all of you for joining us today. And please note that this meeting is being recorded and is scheduled for an hour. My name is Mark Downs. I'm the CEO of INVESTMENT company. I'll be delighted that I'll be your host for today's session. But just before we get started, I thought a little bit of housekeeping just to tell you that throughout this recorded meeting that you'll be in listen only mode. Your questions are very much encouraged. They can be submitted at any time just using the q and a tab located on the right hand corner of your screen. Just simply please type in your question at any time and press send. Just given the significant attendance on today's call, obviously, the company may not be in a position to answer every question received during the meeting itself. However, all questions submitted can be reviewed, and responses may be published where it's appropriate to do so.

0:49 So look, let's get started. I'm delighted to be joined today by Jonathan Simpson Dent, Chair of EDINBURGH WORLDWIDE INVESTMENT TRUST, who is here mainly to respond to the questions that we received ahead of today's event and those that you submit live from shareholders. But Jonathan, perhaps before we get into that, I could ask you maybe just to give us a a provide us an update as to where we are, an overview as to where we are today. Yes. Thanks, Mark. And look. Firstly, thanks everyone for dialing in today. It's great to see you come out in numbers because this really is a pivotal time for EDINBURGH WORLDWIDE. The voting deadlines are rapidly approaching, and there's there's a lot at stake. So I'm really pleased to have this opportunity to take any questions that are on your minds, and we will get through as many

1:35 of those as we can in the next hour. This for me is all about you being able to make an informed choice, and I want to give you as much information to be able to make that choice as I can. And by the way, as part of that, I believe that Saba is not being clear about their intentions, and I've asked them to clarify those intentions. I am also frustrated by the number of misleading statements that have been made by them as part of their campaign, and I have raised that with the FCA because of that that is also distracting from the heart of this debate about the future of Edinburgh worldwide. Look. I know you have many questions, a lot of them on SpaceX, and we will get into... Be able to discuss those in some depth over the the the course of the next hour. Let me just start off with the big picture.

2:24 So we were requisitioned in December. That requisition was badged as poor performance and, inadequate buybacks. That followed just over ten months after the previous vote when you voted overwhelmingly to reject Saba's proposals in February 2025. Look. The evidence against those accusations of poor performance and buyback buyback velocity are absolutely wrong, and and the evidence are very, very easy to refute, and we'll go through some of that during the course of this call. So quite quickly, their debate moved on to SpaceX. It also moved on to a number of quite unedifying personal attacks, not only on me, but on on on on on colleagues and behaviors within the trust.

3:10 And, again, we'll get into the detail on on on those. And it's important to get into the detail on those because let me tell you, SABA are on the verge of taking control here. So this is a moment for shareholders to speak up. And if shareholders don't speak up, SABA could could get control of the trust. So my objective here is to give you the information that you need to be able to make an informed choice. Let me just cover off two topics before we get into the detailed questions because that... We've had many questions around these two topics. The first one's on the merger, the second on SpaceX. So on the merger, of course, you would expect the board to look at all options as part of our ongoing work. And during the course of 2025, we looked at options for capital returns at scale, and we looked at merger options.

4:02 We took three proposals to SABA during the course of 2025, two on capital returns through tender offers and one on mergers. All of those proposals were rejected. And by the way, when we looked at mergers, we looked broadly. We didn't just look at USA, Bailey Gifford US growth. We looked broadly, and we engage with boards outside of the Bailey Gifford, empire because we wanted to make sure that we absolutely, looked at merger options. We're gonna deliver the most value, for shareholders. The... There's also been some suggestion that our partial sale of SpaceX, which we made in October, was to facilitate a merger with USA, which is complete nonsense.

4:49 So we started the process for a partial sale of SpaceX back in q two. That's when the managers first flagged that it was something that was on their minds, and we'll talk more about SpaceX in a while. There was absolutely clear water between that and the back end of November when we took a potential merger as a suggestion to our largest shareholder, Saba. At the same time, I made it clear in terms of my own intentions as well because this wasn't career enhancing for me in any way, and I'd already made it obvious to the board, and obvious to Saba that in my view, a merged vehicle, if one was to proceed, a merged vehicle would benefit from fresh eyes, fresh leadership, an external appointee who... To take on the leadership of the trust, and that wasn't going to be me.

5:39 So just for the avoidance of doubt, there was no personal ambition in, any proposed merger. We So took three proposals to Savage during the course of 2025, two at scale capital returns, and one merger. All were rejected. And just on the back of that, I can assure you that any merger is now off the cards. So let's talk about SpaceX. We love SpaceX. SpaceX is the cornerstone of the portfolio. It has been the cornerstone of our performance since 2018 when we first invested. By the way, from that first investment, we did four follow on investments over the following three years into SpaceX.

6:25 And those five decisions, the initial investment decision to invest and the four subsequent investment decisions have been hugely value accretive for shareholders. We put in $25,000,000 into SpaceX and created virtually $250,000,000 worth of shareholder value out of that. Yes. We took some profits in October on the back of a meaningful uplift in the summer, when there was an employee tender offer going on within the company. And at the time, you know, as the managers put that forward to us, we expect them to be looking at concentration risk risk within the portfolio. We also expect them to be managing on our 25% threshold between listed and unlisted. And once we're north of that 25% threshold as we were, it means that we're capped out of putting any new money into further unlisted...

7:17 New unlisted opportunities. So we expect them to keep an eye on that. When we actually completed that transaction in October, we had no visibility that there was going to be a further uplift in value in December. That first became aware to the market around about the December 5. We were delighted with that. SpaceX still forms the single largest investment within our portfolio. We were delighted with that uplift. And by the way, if the IPO happens in line with rumors in the markets and speculation, that would be truly amazing for EDINBURGH WORLDWIDE and for our shareholders. Look. I know we're gonna get into more detail on SpaceX, and I know we're gonna get into more detail on the merger. So we'll drill down through your questions. And, Mark, with that, I'll hand back over to you to start the Q and A. And you have received a cash drawn out of questions, so let's dive straight in.

8:14 Given the subsequent uplift of SpaceX valuation, it looks like the board and the investment management got the sell down wrong. Why should shareholders be confident in your judgment going forward? Let me start off with the three things that I think we got right. So the first thing that we got right is way back in 2018 when we were one of the first, investors into SpaceX. And at that time, SpaceX was not accessible to many investors. So EDINBURGH WORLDWIDE SHAREHOLDERS have benefited from that early access. The second thing we got right, and I mentioned this in my opening comments, we then did four follow on investments behind that initial investment.

9:00 So, having put in around about $3,000,000 to start off with, we then upped that to $25,000,000 over the following three years. So we put further money behind what we thought was gonna be a really, really exciting idea. And by the way, when I think about that $25,000,000 and turning that into a $250,000,000 of shareholder value, that does not sound like poor judgment to me. That sounds like an extremely good judgment that I think shareholders have benefited from. The third thing that we've got right is when we decided to take some profit, some profit in October, we kept the majority of our shareholding. So we're still two thirds in Edinburgh... In in SpaceX, compared to, you know, others who've maybe sold down more of their position. So we have retained two thirds of our SpaceX holding. Today, it forms around about 16% of our net asset value. And when you look across the INVESTMENT TRUST world, we are one of the most heavily invested in SpaceX. So the third thing we've got right is we retained most of our shareholding in SpaceX.

10:13 Of course, going forward, we will monitor this position very, very closely. It's a material part of the portfolio. It's on the board's radar screen. We discuss it at every single board meeting. We all want to benefit from future waves of value that can come from this wonderful company. Okay. If you're happy, let's just stick with, SpaceX. If SpaceX continues to revalue upwards, why shouldn't shareholders expect further sell downs that dilute their exposure to what has been the TRUST, as you say, most successful investment? Yeah. Look. No doubt, Mark. This is this is the crown jewel and continues to be the crown jewel within the portfolio. We engage with shareholders on a regular basis to discuss our mandate, to discuss the fact that we're 75% listed, 25% unlisted.

11:02 We have frameworks in place, we're discussing those frameworks and the appropriateness of those frameworks for the future. So that's part of an ongoing dialogue, with with shareholders. We all want to capitalize on the future of SpaceX. So the only assurance I can give you is I can guarantee that any decision that the manager makes and any decision that then the board would scrutinize that they they they they put forward will will will be with the intent of absolutely optimizing and maximizing shareholder value. That's what that's what we... We're here to do. But look. I know we'll spend a good amount of this time talking about SpaceX. EDINBURGH WORLDWIDE is not just about SpaceX. Yes.

11:47 It is the cornerstone of our portfolio, but do take time to look at the rest of the top 10 just as a starting point. We've got some wonderful businesses in there that have the potential to deliver transformational value. I think this is a great portfolio way beyond SpaceX, but SpaceX will continue to be the shining star for the the time being given all its public profile. Going forward, we will tread very, very carefully on decision making around around SpaceX. I am hearing shareholders loud and clear who are truly excited about SpaceX within the EDINBURGH WORLDWIDE portfolio. So I'm hearing you. We will tread very carefully about future decision making here. Great. Thanks. And I'm sure we'll revisit space test... SpaceX a little bit later on. Let's turn to performance.

12:37 Long term performance has been disappointing over a number of time periods. It doesn't compare well with either the benchmark or peers. Can you perhaps give a little bit of color of what went wrong? Yeah. And look. This is something that I have never shied away from. So we had a tough performance period, and that ran from around about mid twenty twenty one through 2023. They were tough years. And by the way, that's why when I was approached to see whether I wanted to put my hat in the ring to become the chair of EDINBURGH WORLDWIDE, when I spoke to the, board colleagues, when I spoke to the nominations committee, I was categoric that I would only come and do this particular job if there was a mandate for change and a desire to see change and to shake up what had been a disappointing performance period.

13:32 So at the start of 2024, we embarked on a comprehensive review of EDINBURGH WORLDWIDE to check the mandate was valid and, differentiated, to check Bailey Gifford were fit for purpose and then to make refinements to our investment approach and policies, which I'll come on to in a second. As part of that work, and again, I said it at the opening, we included external experts who could validate both on the listed and the unlisted side what had happened, what had gone right, what had gone wrong, what we could learn from it, and also trolled across the market to say, were Beta Gifford still best positioned to, to to to to to manage this this trust? So, so the consequence of that is what we announced in q four twenty twenty four, in November 2024, the path for growth strategy, which had a number of changes to it.

14:26 We had become too thinly spread across too many companies, which meant that the managers were not paying enough attention to each individual investment and keeping a close eye on what was going on within those companies. So we made the portfolio smaller, and now we're sub 80 investments in the portfolio. We've become too skewed into the health care sector as as as our lead sector. And, again, we've rebalanced that now. So we are balanced across three or four sectors, not just not just not just health care. We had started to invest in very immature companies, pre cash, pre profit companies, and that led to a level of volatility in the portfolio that really came under the spotlight in the in the subsequent crash after the the the massive COVID bubble in 2020 from a market perspective, the the subsequent crash in 2021.

15:23 So we'd moved into very immature companies right at the start of their journeys. And, again, we've rebalanced that now to have a more blended approach to... Into more financially mature businesses as well. We were also finding that we were getting blocked out of really exciting new opportunities because we had a $5,000,000,000 market cap, cap on, on new positions that we'd take in the portfolio. And we were finding many really exciting transformative businesses that were above that $5,000,000,000 cap... Market cap cap. So, you know, by raising that to the upper limits of the S and P Global Small Cap Index, which is our benchmark index, that's opened up a much broader playing field for us to go and access.

16:14 So all of that, the path for growth strategy is starting to work. So we saw the beginnings of that in 2024, and we've seen a really strong year of performance in 2025. So if I just look at the last year based on this morning's market market market prices, Edinburgh WORLDWIDE's NAV, our net asset value is up 22%. It's actually up 34 over a two year period. And that performance compares very, very favorably to the benchmark. The benchmark in the last year has been up 12. We've been up 22. So, yes, performance was a problem in '21 to '23, but '24, '25 were turning a corner. And I can guarantee to people on this call that we continue to focus on that. We want to see that performance really continue into 2026 and beyond.

17:04 Great. Thank you. Let's just turn our attention just momentarily to to Saba. Saba has made a number of public obligations around FCA disclosure issues linked to your previous role at HomeServe. Can you address these claims directly and explain why shareholders should be comfortable with your position as Chair given you were on the board during this period that later resulted in a significant regulatory fine? Well, look, I hope people are all benefiting from the path for growth strategy as we've just talked about. But let me just tackle home serve directly. There has been absolutely no breach of the listing rules as far as our disclosure requirements are concerned. Absolutely none. So if people go back and look at the announcement that we made when I joined the board, you will see that.

17:53 And so in my view, this is, again, an attempt to undermine my position and the credibility of the board. The FCA did do an investigation into HomeServe. I think that is, widely known. It's been wide... Widely publicized. It covered many years, and I was the CFO of HomeServe for for two of those years. The investigation itself happened some way after I had left home serve. The fine came off after that. What I can say is I was never part of that investigation, so they never wanted to talk to me. They, never, asked for any meetings, or anything. They never cited me in any of their work.

18:40 And as far as I'm concerned, I've never been on the wrong side of the FCA in my career, and I will make sure that, that continues into the future. I left HomeServe to lead a management buyout as the chief executive. That was absolutely something that was front and center of my career aspirations at the time, and I have to say I've never looked back since. And and by the way, all this noise around home home service has been a hugely successful business in The UK, hugely successful. And credit to Richard Harpin for his thirty year journey there who's just received a knighthood off the back of it. So look. No. I think, I I think this is a red herring in the campaign. And certainly, I can give you absolute assurance that there has no... Been no breach of disclosure requirements by the company.

19:29 Great. Very clear. Thank you very much indeed. Right. Okay. Why weren't shareholders consulted about the proposed merger with the US gross fund? Was this a reactive and defensive move against SABA? If its chair claims that EWI is a unique trust covering small and potentially high growth companies, how does the merger contribute to that identity? Yeah. And look, you know, when we did our work on potential mergers, our start point here was we see a a broader sector, an investment trust sector, where there is a lot of merger activity going on. Why is there a lot of merger activity going on? For many reasons, not least the, you know, overall shareholder sentiment towards UK equities. We've got wealth managers consolidating and therefore focusing their lines of sight on fewer larger investment trusts.

20:26 And we have this environment with activist investors and discounts and everything else. So lots of noise in the sector, a sector where everyone is considering all options. So as a board, it was only right that we considered all options. As part of that work, it was really important that anything that we decided to take forward was in shareholders' best interests or, in our view, in shareholders' best interests. That is why we looked both within Bailey Gifford at invest at at potential merger partners and outside of Bailey Gifford. And we were actively engaged in discussions both within and without. So that's really, really important. This wasn't... We didn't just look at Bailey Gifford USA. When we looked at USA, the reason we thought it could actually benefit shareholders was for a couple of reasons.

21:18 Firstly, it was very important for us that, the philosophy of any go forward merged entity played into the EDINBURGH WORLDWIDE SWEET SPOT. We are all about transformative, disruptive, entrepreneurial businesses that are trying to reshape the future. And that is actually also the, the the sweet spot of, USA. The... We were already starting to look at larger cap businesses as part of our investment mandate, and I talked earlier about the fact that we'd actually changed our investment policy above the $5,000,000,000 cap because what we were finding is that the most exciting, the most disruptive, the most transformative businesses are not necessarily solely in the small cap space. Look at our single largest holding, which is almost a trillion dollar company now. So we were finding that there was just a natural migration up the market cap curve as we were looking at opportunity.

22:21 The other thing that we've been finding in recent years is that a lot of the really exciting opportunity are actually either companies with big presence in The United States, or actually domiciled in The United States. So as of today, we're already around about three quarters give or take, of the EDINBURGH WORLDWIDE portfolio in The States. That doesn't mean to say that, there aren't super opportunities, and I really mean super opportunities outside The States. So any merged mandate would have had flexibility to invest outside of The United States, but would have been predominantly predominantly US. So for those reasons, plus the the benefits of scale that shareholders would have felt from fee structures, from resilience, etcetera, We felt that USAA made a lot of sense.

23:18 Before we did any detailed work on the merger and incurred cost, significant cost with advisory costs, etcetera, Our first job was to take it to our single largest shareholder who owns 30% of the trust to see whether it had any legs. And so we took it to Saba. Saba said no. They didn't want it to happen. And at that stage, we parked it. I have heard very strong messages from shareholders that they really like the EDINBURGH WORLDWIDE mandate, really like the EDINBURGH WORLDWIDE mandate, and they want to see us carry on. So as far as I'm concerned, the merger is parked. This is now about the path for growth strategy. That's what we're focused on, and we wanna see our momentum continue into 2026 and beyond. Thanks.

24:03 Just touching on on SABR again. What's their current holding in EDINBURGH WORLDWIDE INVESTMENT TRUST compared with at the time of the vote of their previous attempt? Do you have that to hand? Yeah. They were slightly under 25% in February last year, and they have been buying during the course of, 2025, and they're now at just over 30%, as of today. And this is why we're so keen to give shareholders a chance to hear this q and a and actually to get out and vote because that is now a bigger hurdle. If people don't want, the SABA solution as they didn't in February last year... And by the way, just as a reminder, almost 99% of people said they didn't want the Saba solution last year, and that is shareholders...

24:52 Non Saba shareholders who voted in February. 98.4% said they didn't actually want the Saba solution. Yeah. If if people feel the same way here eleven months on, just eleven months on, then we need even more people to turn out to vote, to be able to overcome the fact that Saba now have... Has a larger shareholding itself. Thank you, Jonathan. Why did it take the board so long to appoint, Svelet, Lana and Luke as co managers? How do we know this will not happen again, I. The board not addressing poor performance?

25:31 Well, look. You know, we're delighted that we've appointed them both. I think they bring different, areas of expertise to the team, and having three co managers, I think, has been really additive to our experience over the last couple of years. They've got different sectoral expertise. They've got different focus on listed and unlisted, different geographic expertise as well. So, yeah, all in, I feel like we have got a much better balanced and better resourced leadership group now with three co managers rather than one co manager. So this is something we keep an eye on all the time, and we sit down regularly with to discuss resources, to discuss the strategy and the the future focus, and make sure that the team is is fit for the future. And we made a number of other changes as part of the path for growth strategy that we haven't announced that is actually utilizing a much broader network of support within the firm.

26:28 And so now we have access to a far broader range of expertise within Bailey Gifford than we than we ever had before. So this is absolutely on our radar. We probably should have made these changes sooner back in in in 2223, but we cracked on and made those changes in 2024 when we really got under the skin of the the comprehensive review. Great. Thank you. The board keeps saying that SABA's proposed directors are not independent, but they don't appear to have any formal ties to SABA. Could you explain why the board feels that this is the view? Well, look, it's not just the board's view. I'll come on to that. But I think it's a I think it's a really, really valid question because Sabra is absolutely playing the card that says we're anointing an an independent board, and then they're gonna make all the decisions thereafter.

27:28 By the way, he's... Yeah. Sava also told them what to do with the portfolio and done that directly in a tweet, but that's a sort of slightly separate issue. Here's here's my view. Yes. None of them are employees of Saba. Therefore, you could argue that they are independent. However, I do not believe that any of the three have been through a process of proper independent scrutiny to check their fit for purpose. We know that they don't have investment trust experience. We know that they don't have UK PLC experience either. So I'm sure they've got great experience in The United States. I don't dispute that. But having not been through that independent scrutiny and process that you'd expect with a nominations committee or some such, I can't possibly see how they can be independent.

28:21 And by the way, it's not just me saying that either. Yeah. We've heard that from the proxy advisers as well who said quite categorically that they can't see how they can possibly be independent. And I'd actually throw it back to the individual who's asked that question. I mean, do you think they're independent? Because, you know, I think we all have to form our own view on this. And one thing that is an issue I'm raising with the FCA, I've got I've got no issue with shareholders being able to remove a board. If a board's not performing, a chair's not performing, shareholders should absolutely have the mechanisms to be able to remove a chair, a board, as they see fit. We're here on behalf of shareholders.

29:08 I do not think it is right that a minority shareholder can put in a new board. That does not feel fair on the other 70% of shareholders, in my view. And just because of the quirks of investment trusts and large retail shareholder bases and the fact that traditionally, retail shareholders have chosen not to vote, in AGMs and and and and other processes. Saba could just get away with this. They could just get away with putting their own board in, their own nominated board as a 30% shareholder. That does not feel right to me. Very clear. Thank you. Jonathan, question here. A couple of questions around remuneration here. Why was the chair's pay increase despite a long period of weak performance?

30:01 Well, let's just be clear. The chair's pay was not increased. So when I stepped into role, I did not get a pay increase. I got a I got a... I I got pay in line with what the chair gets paid within EDINBURGH WORLDWIDE. And by the way, each year, we benchmark this with other investment trusts and make sure that we are not out of kilter with what we're paying any of our directors, including the chair. In last year, if I if I cast back twelve months, and at my request, we actually froze salaries for all directors. We froze salaries for all all all six of the board members. Why did we do that? We did that because we were coming out of the comprehensive review, and we didn't have evidence that was starting to benefit shareholders at that particular time. So we froze salaries.

30:54 We did not increase director fees. So to, again, to accuse me of taking a 50% pay rise is a total nonsense. I was paid in line with the previous chair. I can tell you from my other experiences, by the way, that if you are after large format director fees, this is possibly not the place to come. But anyway, that's a that's a personal aside. That's great. Thank you. Turning to dividends. Why why is no dividend paid from the trust? We traditionally don't pay dividends. We don't generate cash revenue as you'd expect income focused trust to do. If we were focused on income type assets that were regularly paying dividends and generating cash, then, yeah, it may well be that we'd look at a dividend policy that was appropriate.

31:43 But EDINBURGH WORLDWIDE is not that. We are a unique mandate. We take long term positions in transformative businesses that are looking to sort of reshape end markets. That's what we're here for. And I think that's what shareholders really value in EDINBURGH WORLDWIDE. They wanna come in to see the likes of SpaceX. We don't want SpaceX to pay dividends. We want SpaceX to go hell for leather to deliver on its objectives and actually hit a wonderful IPO or whatever value event they have going on in the future. So it's, this is not an income trust. This is a growth trust where people should value capital return. Thanks, Jonathan. Got a couple of questions around the news, in fact, that was released this morning, from from Matthew and from from Cam.

32:30 Thank you to you both, for your questions. I read a timely CitiWire article today that Herald INVESTMENT TRUST has decided to make a 100% tender offer to buy SABR off their shareholders register. Please advise if the EDINBURGH Trust Board is also considering buying SABR off and had such discussions with them. And then Matthew's question is very similar about, you know, would you consider that kind of backstop tender offer? Look. I read the the news on Herald with, yeah, with great interest this morning. I'm just gonna reiterate what I said at the outset. If I cast back to November 2024, we said to shareholders that we were willing to return up to a 130,000,000 of capital to shareholders.

33:21 That number was quite carefully considered. We considered that number because we felt it was at the upper end of what we could do without really changing the spirit and heart and core of EDINBURGH WORLDWIDE. So, yeah, we wanted to be able to offer shareholders as much of a sort of a capital return as we could without fundamentally unsettling or unshaping the trust. We took two proposals to, Saba during the course of 2025, two different, capital return proposals. One, roundabout q two, one sort of later on in q three or early q four, early q four, I think it was. And in both cases, they rejected it. It's something we keep an eye on, and we will continue to keep an eye on it.

34:09 I think a 100% tender offer is pretty extreme in an environment like Edinburgh WORLDWIDE, where we are hearing from shareholders that they do get excited, about this unique mandate and want to see it, fight on and live on and continue to invest in exciting businesses like SpaceX. So I think we've got a different issue, and I'm prepared to sort of discuss this as part of the q and a in terms of where we go next with SABA after the vote on the January 20. But for now, I think, you know, packing up shop for Edinburgh WORLDWIDE and doing a 100% tender, would be really, really disappointing when we've got such a unique and exciting mandate and, in my view, a great portfolio.

34:57 Brilliant. Thank you. Well, actually runs straight into that, Jonathan. The question reads as follows. If SABA fails in this second attempt, do you see any ways of protecting the company and the overwhelming majority of shareholders from further predatory, distracting, and expensive assaults from Saba? Yes. And boy, all of the above. Predatory, distracting, and expensive. Yes. Look. You know, the vote comes on the January 20, and, let's see the outcome of that. And today's all about giving everyone the information they need to be able to make an informed choice. If we hear a similar message to what we heard in February last year, which was that the absolute majority overwhelmingly don't want Saba's proposals, actually want a different a a different course for the future and want to see EDINBURGH WORLDWIDE continue with this wonderful mandate, continue to to fight another day, and continue to, deliver this path for growth strategy.

36:02 If we... If if that's what we hear on the January 20, we will sit down with SABA. We will sit down with all shareholders and really try and align on what the medium long term looks like. And what I think we heard from the, the, Herald announcement this morning is that there is a mismatch between a shorter time horizon and shorter return objectives from certain shareholders versus long long term and long term investors who want to see EDINBURGH WORLDWIDE continue. So we will sit down with them and try and resolve that. I would hope that Saba will listen very, very carefully to what shareholders say. And by the way, in my opinion, they have not listened to what shareholders said in February 2025.

36:50 If they had, they wouldn't be requisitioning again other than unless they had some ulterior motive that I don't think they are declaring. Great. And and maybe this question fits well with that. Clearly, you're having to spend money on adviser fees to defend against Saba's requisitions. How much is this actually costing? All I can say at this stage... Because we don't disclose this, until we actually report our, you know, the half year. So all I can say at this stage is it's an inordinate sum of money. And I think if anyone went back and looked at the seven trusts that had to run defense campaigns last year, you know, these numbers often run into, you know, numbers approaching, a million pounds. They're they're just very, very expensive, processes to defend. And why are they so expensive to defend? They're expensive to defend because, trusts like EDINBURGH WORLDWIDE have a very wide shareholder base. Around about half of the trust is owned by 24,000 individuals.

37:51 So in order for us to mobilize enough people to vocalize their desires for the future against a 30% shareholder, that is just a complex process and expensive. Great. Thank you. Question here. Why is the BURGH WORLD's personal shareholding so low relatively to relative to the size of the trust? And how can shareholders be confident incentives are aligned? So we look at our board shareholders... Shareholdings compared to other parts of the investment trust world. And we're actually, you know, we've got more involvement from share... From from the board in terms of EDINBURGH WORLDWIDE STOCK than many investment trusts. So we're we're we're we're a million miles away from being an outlier here.

38:50 So that's that that that that that's the start point. The second point, I mean, here's here's one way of looking at If I compare the after tax fees that I have taken out of EDINBURGH WORLDWIDE in my capacity as a director and as the chair, they are a fraction of what I've actually put into EDINBURGH WORLDWIDE as an investor. So so that that that... That's important to note. And, look, you know, we all want the right thing for EDINBURGH WORLDWIDE for the future. We all want to see the share... Shares perform really well, the portfolio perform really well. So we're not outliers. And by the way, there was some implication that no shareholders have bought any stock since 2023, and that was made by SABR in one of their announcements.

39:44 Can I just say that's wrong? I actually bought stock in 2025, so that is absolutely wrong. I love this trust, and, I wanna see it, I wanna see it crack on. It's very clear. Thank you. We said we'd come back to SpaceX. Well, here we go. In October, around 40,000,000 worth of SpaceX stock was sold by EDINBURGH WORLDWIDE INVESTMENT TRUST. Was it sold to another Bailey Gifford connected entity? And, if so, what was the sale price? Let let me just start off with the sale price. And many experienced investors, particularly experienced investors in the world of, unlisted companies will know that we're beholden to shareholder agreement with SpaceX with the company itself. That means we can't actually disclose specifics of any transaction.

40:32 So for starters, I'm not gonna say at what price we sold. I think the one thing I would I would say is there is quite widely known views on what the valuation of the company was during the summer, when they actually run an employee tender, and we normally peg to, such a... Such an event. So I think people can read into that what you want to read into that. But, look, I can't actually... I'm not allowed to actually say what the, you know, what the... What what what what what the amount was if that that if that helps. Mud, sorry. The second part of your question was? The question read, October 40,000,000 quid's worth of, SpaceX stock sold. Was it to another Bailey Gifford connected entity?

41:19 Yes. Absolutely not, to another Bailey Gifford connected entity. So when we run a transaction like that, we are dealing with the company as, the facilitator of that particular transaction. So, there was no sort of shuffle around of, of of of SpaceX stock within Betty Gifford. That that that that that we would just not let happen. Thank you. Couple of other allegations, I guess, here maybe you could clear up for those on the call. Do you use self destructing WhatsApp messages as alleged by Saba? No. So the the accusation was specifically in regard to Tom Burnett, actually, who's the chair of USA.

42:09 If anyone wants to come and sit down with me and look at my phone after this meeting, you'll see WhatsApp's going back with Tom that date back to the beginning of twenty twenty five. So very happy to to to to go through those if people have got the the time and the appetite to do so. So, look, some insinuation that something underhand is going on here is just a deliberate attempt to distract from the heart of the issue that's at stake here on the January 20, which is do we or don't we want to see EDINBURGH WORLDWIDE go off in a fundamental... Fundamentally different direction, with a likely change of control. Thank you. Question I should have attached to the previous question around SpaceX.

42:58 You and BG say that the decision to part sell SpaceX was taken before The USA merger proposal. Did the board decide to take advantage of that sale by considering the merger with The USA? And did Bailey Gifford tell you that USA had sold, sold it down to? No. Absolutely not. So, again, we had no idea what USA were up to as far as their SpaceX holding was concerned. We wouldn't have that visibility with it through Bailey Gifford. They just wouldn't wouldn't provide it. There are Chinese walls within Bailey Gifford. I've got no idea what they're up to, and I really hope that they've got no idea what we're up to. I can't say because I'm not them. But, no, there's absolutely no visibility of what other people are up to.

43:48 And, I'll just come back to the timeline here. In q two, the managers were looking at the overall portfolio, looking at concentration risk, looking at the fact that we were capped out in terms of our unlisted investment mix because we were through the 25% ceiling. It is their job to make investment decisions. It's not the board's job to make investment decisions. They came to the board, of course, because it is a very material holding. They came to the board and said, look. They felt on balance, it made sense to take advantage of the next material valuation uplift, which was part of the employee tender offer in the summer and take some profit on SpaceX. And that particular decision and process, which took several months to execute, happened way before the sharp end of discussions with the USA board on any merger proposals.

44:49 Like I said, they weren't even in a position to take to our largest shareholder until late November. I kinda like to stay, with this theme here. SABA has claimed that in order to progress the EDINBURGH WORLDWIDE and USA merger, that the trust would need to first sell down SpaceX due to HMRC guidance. Hence, EWI sold SpaceX in order to enact the merger. Is that true? And did you receive such tax advice? No. It's it's absolutely not true. And as as as far as I know, I'm not a tax expert myself, but as far as I know, that is a historic rule that no longer exists. So it is a red herring. And by the way, I'm just going to repeat what I said at the outset of this call.

45:37 We decided to establish, first of all, whether whether there was agreement in principle, with USA on a possible merged go forward mandate. And we wanted to do that board to board, excluding our investment manager who was kept at arm's length from any of those discussions. We wanted to do that first and then test it with our shareholders before we started spending, shareholder money on advisory fees to actually work up the detail and specifics, of any merger. When we took the proposal at high level to, Saba, they said no. So at that stage, we parked it. So look. I think it's a red herring. I'm not a tax expert, but I'm pretty sure that that is a historic, rule that's changed.

46:27 Great. Thank you. What will you do if the vote part... If if the vote passes and you still have SABA with a 30% stake? Mark, I'm just gonna correct you. I think you mean if the, yeah. If if if the vote passes and Saba win... Sorry. If Saba do win, then the... Our first job is to sit down with...

46:57 Sorry. Let let let let me put the question I'm... The right... I I I guess if if... I'm bit distracted by your comment. Don't worry. If you succeed... If the vote fails is what you mean, and therefore, you know, we're we're we're left with Saba at 30%. Correct. And the board's still Yeah. Absolutely. Sorry. I'm spot on. Got it. So I I was right to correct you. Look. You know, if in that in that situation, job number one... Well, there are two jobs. The first job, which is the focus of this board, is to keep holding Bailey Gifford's feet to the fire to deliver the path for growth strategy. We're really, really happy with the performance in 2025. We want to see that continue in 2026 and beyond. So, operationally, the board will be absolutely relentlessly focused on making sure that we continue this momentum.

47:49 So that's thing number one. Number two, we will sit down with Saba, as I mentioned previously, and try and find a way, to, meet some of their shorter term objectives that doesn't disenfranchise our other shareholders. We will be fair to all shareholders. And whether that means a tender, who knows exactly what the... That that looks like. But, yeah, off the back of two very, vocal communications from our shareholders that they actually don't want, the Saba future, we will use that as an opportunity to sit down with them and agree next steps, collaboratively, I hope, with them. And I guess a follow on. If you do beat Sabre in this process, will you proceed with the proposed merger, with The US? No. Merger is off the table.

48:36 Great. Thank you. You've touched upon, I think I've highlighted some, but you mentioned SABA made some misleading claims. What were these?

48:45 I think you've touched touched touched on a number, you know, and a lot lot of these, you know, personal allegations against me, against other directors, against disclosure breaches, you know, etcetera. The the other thing I'd just sort of highlight, when when they started this campaign and they were talking about performance, they compared us to benchmarks that were totally irrelevant for our world. We quite specifically have a benchmark that is the S and P Global Small Cap. That's because it is the closest proxy to the EDINBURGH WORLDWIDE SWEET SPOT. That is the benchmark that is relevant to us. So to start trying to craft a narrative that is about underperformance of Edinburgh WORLDWIDE off the back of different benchmarks that are not relevant in our particular world is another example of attempts to mislead.

49:52 If I go through the presentation that they they sent out a couple of weeks back, it is absolutely littered with other inaccuracies, and it would probably takes the next couple of hours to go through all those. I'm not gonna go through all those, but, you know, certainly trying to, distract from the very good level of performance in 2025 from EDINBURGH WORLDWIDE and then making these personal allegations as well is, is is what am I referring to. And that and, Mark, that's exactly why I've written to the FCA because, as EDINBURGH WORLDWIDE, anything we put out in our circular, in our annual report, in, any market announcements has to absolutely be verified.

50:38 So this gets verified and signed off by lawyers, by the board, and, off the back of fact packs that actually say that we can back up anything that we actually do say.

50:51 A, an aggressor like Saba is not held to that level of scrutiny. So we're not in a level playing field. They they they can cast aspersions as they like, which they have been doing right, left, and center, which are actually incorrect. And this is why the FCA need to get involved with this because, yeah, there's a lot of stake here. There's a lot of stake here as as far as the future of EDINBURGH WORLDWIDE is concerned. We need a level playing field where they should have to absolutely verify and fact check statements that they make, like we do. Great. Thank you. A complete different, subject here. Thank you, for for the question. Can you speak more about, Edinburgh WORLDWIDE's quantum computing positions?

51:35 Yeah. Look. Our single largest position is in, in in SI Quantum. We think it is a great business. It's still early stages of its development activity. It's just broken ground in Chicago, in terms of its new, its... It it it... Its development plans. It signed some very interesting, early stage contracts with, with nation states, including Australia. I think we're all seeing that our world is changing very, very rapidly. And in ten years' time, you know, these quantum computing platforms will be a very significant part of our ecosystem, and we believe that SciQuantum is really heading in the right direction. They had a very successful fundraise recently.

52:30 And, actually, NVIDIA, which has a seed capital arm, participated in that funding round as well. So it's not just Edinburgh WORLDWIDE that is excited and myself that is excited about SciQuantum, but NVIDIA are also excited by them. So, yeah, one to watch for the future. That's great. Thank you very much indeed. Question here around positioning. I'm really mindful that we're coming up to the hour, but perhaps I can just go through a few few more questions here with you. The trust sits on the global smaller company sector, yet you acknowledge that many of the holdings are, you know, substantially large even at the time of investment. Should it therefore be reclassified maybe to the growth capital sector just for for clarity? We still believe that the the global small cap is the right benchmark for us.

53:19 And by the way, that's partly why we changed the investment policy to bring it in line with global small cap market cap levels, such that we can participate now in companies above that 5,000,000,000 threshold in line with the global small cap index. This is something we keep on watch all the time. And, you know, as and when we feel that it is appropriate to either bring in a second index or to make a change, then we will discuss that internally when we think it's relevant. At this stage, we think the S and P Global Small Cap is the right index. And by the way, none of these indexes are perfect. It's not a perfect world, just because, you know, there's always nuance in different portfolios that, there's there's no perfect mirror image of a of a benchmark index with a particular portfolio. But at this stage, that's the closest one that we've got and we will continue to track against it.

54:17 Thanks, Jonathan. Look, maybe a question to finish on. Do you think SABUR were in your Christmas for a third time?

54:28 Well, jolly, well, hope not. And thanks for the concern from whoever asked the question because they have ruined the last two Christmases. I can, categorically agree with that. I hope not. Look. You know, again, I really hope that they listen to what shareholders say. If shareholders speak on the January 20 like they spoke in February 2025, Saba has to listen to that. Shareholders will say what they really want to happen here. And off the back of that, that's the time for us to sit down with them and say, right. You know, how can we realign here, and how can we come up with a sensible solution to them that hits their objectives, and, doesn't disenfranchise our other shareholders, treats our other shareholders fairly.

55:20 And I can guarantee that my door is absolutely open to have those discussions, and I am willing to have those discussions wherever mister Weinstein wants to have them. That's great. Thank you very much indeed. And as I say, that concludes the Q and A session for today. Thank you to everybody for your questions. And of course, if there are any other questions, Jonathan, we can present those post today's meeting. I know investor feedback and shareholder feedback will be particularly important to you and to the rest of the board. I'll shortly redirect those on the call to give you their thoughts and expectations. But perhaps before doing so, Jonathan, I could just ask you for a couple of closing comments. Yeah. Look. First, thanks, Mark, for hosting this particular event.

56:06 It's the first time I use this platform. Think it's great. Secondly, thanks to the multiple people who've taken an hour out of their Friday afternoons or mornings in The US to actually dial in and listen. I think is really, really important. I hope you're getting the message that we have nothing to hide. We have absolutely nothing to hide. We don't shy away from tough questions. We don't shy away from holding Bailey Gifford's feet to the fire for performance. And look, you know, you spoke last February. Please speak again, now, and the voting windows close as early as Monday. So, we need to crack on here. Now is the time to really get on and get voting. We think we're onto something with the path for growth strategy. We're really excited about the early stages of success that we've seen from that. We're really excited about the portfolio.

57:02 We're delighted to have SpaceX as our largest holding. And by the way, I still don't believe that Saba has been clear with you, and I think a lot of this, public and personal slur is geared towards distracting from what is at stake here, which is where do we really want the control of EDINBURGH WORLDWIDE to reside because that's gonna determine the future of the trust and which direction it goes in. And I really, really hope that we continue to go the direction that we're going because I think it is massively exciting. So, look, thanks again. Remember, they have over 30% now, so we need a very significant turnout if they are not to succeed in this in this in this attempt.

57:50 But I really appreciate the questions and the very open direct dialogue. That's great. Jonathan, thank you once again for updating investors and shareholders today. Can I please ask those on the call not to close this session as we'll now automatically redirect you for the opportunity to provide your feedback in order the company can really better understand your views and expectations? This will only take a couple of moments complete, but I'm sure it'll be greatly valued by the company. On behalf of the board of EDINBURGH WORLDWIDE INVESTMENT TRUST, thank you very much indeed for your time this afternoon, and enjoy the rest of your day. Thank you.