Edinburgh Worldwide Investment Trust Proposes Tender Offer Amid Saba Activist Battle

Edinburgh Worldwide Investment Trust (EWIT) has proposed a tender offer for up to 100% of its issued share capital, a move that represents a significant shift for one of Britain’s oldest investment trusts. The proposal follows years of sustained pressure from US-based activist investor Saba Capital, led by founder Boaz Weinstein.

The board of the trust, which is managed by Baillie Gifford, intends to provide eligible shareholders with an opportunity to receive an initial cash exit. This decision comes after the trust faced an acrimonious battle with Saba, which has been building a stake in EWIT since mid-2024 to push for changes in governance and investment strategy.

The Strategy Behind the Tender Offer

Jonathan Simpson-Dent, chair of Edinburgh Worldwide, stated that the tender offer was a pragmatic response to the risk of an uncontrolled change in leadership. He noted that while shareholders had previously rejected Saba’s proposals at showdowns in early 2025 and January 2026, the probability of losing the upcoming annual general meeting was high due to typically lower voter turnout at such events.

Just keeping everything crossed and hoping that we got through it would have been a bit reckless. And so our pragmatic response was, ‘If there’s going to be a change of control, we don’t want that to be uncontrolled.’ The only fair thing to do was to offer them an off-ramp of some sort.

Jonathan Simpson-Dent

The proposed plan, which shareholders were asked to decide on before April 8, 2026, would effectively break up the trust. The strategy involves selling liquid holdings—primarily high-growth companies—to return proceeds to shareholders. The trust also holds a significant position in SpaceX; because Elon Musk’s company remains private, managers would look to extricate shareholders during a future liquidity event, such as a public market debut.

Saba Capital’s Counter-Proposal

Saba Capital responded to the board’s tender offer with an open letter accusing Simpson-Dent of forcing a rushed decision. The activist fund tabled its own counter-offer, providing shareholders with three distinct options:

• An immediate exit from the trust at Net Asset Value (NAV).
• An exit at NAV following a SpaceX liquidity event, but prior to any changes in investment philosophy.
• The option to retain their investment in the trust.

Emma Bird, head of investment trusts at Winterflood Research, suggested that Saba’s counter-offer raises questions about the independence of the board nominees Saba has proposed. Bird noted that if the proposed directors were truly independent, Saba would not be able to guarantee the specific courses of action laid out in its counter-offer.

Wider Industry Impact and Regulatory Concerns

The conflict at Edinburgh Worldwide is part of a broader campaign by Boaz Weinstein’s fund across multiple UK investment trusts. In 2024, Saba took large positions in seven different trusts. Recently, Impax Environmental Markets also issued a tender offer to prevent Saba from gaining control and altering the company’s climate-focused mandate.

the tech and telecoms-specialist trust Herald is currently in negotiations with Weinstein. To prepare for potential failures in these talks, Herald’s investment manager has begun selling down illiquid small-cap holdings to avoid a potential firesale of assets.

Both Impax and EWIT have raised regulatory concerns with the Financial Conduct Authority (FCA). Their primary grievances include the ability of a large investor to repeatedly requisition shareholder votes after being rejected and the perceived disparity in communication standards between public boards and activist investors.

A public company board needs to go through huge scrutiny, and anything it says in the market needs to be fact checked and approved by lawyers. They can just throw mud as they see fit, and confuse people through fair means and foul.

Jonathan Simpson-Dent

While Simpson-Dent maintains that the trust’s primary duty is to maximize returns for institutional and retail investors, Saba argues that as a listed company, the trust is not a public good and should be subject to the same rules and pressures as any other public company.