Annual Report and
Financial Statements
Edinburgh
Worldwide
Investment
Trust plc
31 October 2024
Notes
None of the views expressed in this document
should be construed as advice to buy or sell a
particular investment.
Investment trusts are UK public listed companies
and as such comply with the requirements of the
Financial Conduct Authority (‘FCA’). They are not
authorised or regulated by the FCA.
Edinburgh Worldwide Investment Trust plc currently
conducts its affairs, and intends to continue to
conduct its affairs, so that the Company’s ordinary
shares can qualify to be considered as a mainstream
investment product and can be recommended by
FCA in
relation to non‑mainstream investment products.
This document is important and requires your
immediate attention.
Investor disclosure document
The UK Alternative Investment Fund Managers
Regulations requires certain information to be
made available to investors prior to their making an
investment in the Company. The Company’s Investor
Disclosure Document is available for viewing at
edinburghworldwide.co.uk.
If you reside in the UK and are in any doubt as to
the action you should take, you should consult your
stockbroker, bank manager, solicitor, accountant
fi
under the Financial Services and Markets Act 2000
immediately. If you are outside the UK, you should
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If you have sold or otherwise transferred all of your
ordinary shares in Edinburgh Worldwide Investment
Trust plc, please forward this document, together
with any accompanying documents, but not your
personalised Forms of Proxy, as soon as possible to
the purchaser or transferee, or to the stockbroker,
bank or other agent through whom the sale or
transfer was or is being effected for delivery to the
purchaser or transferee.
01
Edinburgh Worldwide Investment Trust plc
Introduction
An introduction to Edinburgh Worldwide Investment Trust plc 02
Strategic report
Chair’s statement 05
One year summary 10
Managers’ biographies 12
Managers’ review 13
Baillie Gifford – valuing private companies 19
Review of investments 20
Twenty largest holdings and twelve month performance 24
List of investments 25
Distribution of total assets 30
Distribution of total assets by industry 31
Five year summary 32
Ten year record 34
Baillie Gifford stewardship principles 36
Environmental, social and governance engagement 37
Baillie Gifford proxy voting 41
Business review 42
Governance report
Directors’ biographies 57
Directors’ report 61
Corporate governance report 67
Audit and management engagement committee report 73
Directors’ remuneration report 76
Statement of Directors’ responsibilities 80
Financial report
Independent auditor’s report 83
Income statement 90
Balance sheet 91
Statement of changes in equity 92
fl 93
Notes to the Financial Statements 94
Shareholder information
Requisitioned General Meeting and Annual General Meeting 114
Further shareholder information 116
Third party data provider disclaimer 118
Communicating with shareholders 119
Sustainable Finance Disclosure Regulation 121
Glossary of terms and Alternative Performance Measures 122
Company information 125
Contents
Introduction
Annual Report and Financial Statements 2024
02
An introduction to
Edinburgh Worldwide
Investment Trust plc
Unearthing the next generation of great growth businesses
Edinburgh Worldwide offers
shareholders a unique
portfolio of publicly traded
and private businesses
operating at the frontiers
of technological innovation
and transformation. The
Company is a global smaller
companies specialist aiming
to generate long‑term
capital appreciation by
early access to emerging
businesses with significant
disruptive growth potential.
The opportunity
Edinburgh Worldwide captures investment
opportunities, from the global smaller companies
investment universe, which are enabled by the long‑
running super‑cycle of technological change.
We are in the middle of a period of profound change,
with previously established norms being disrupted by
new technologies. This is facilitated by decades‑long
exponential trends in cost reduction and capabilities
of key foundational technologies, such as processing
power, genomic sequencing and battery storage,
coming together to expand the frontiers of innovation.
This pace of change looks set to accelerate,
with explosions in areas such as data collection,
connected internet devices and renewable energy
ushering in a new societal paradigm.
fi
intelligence, deeper biological understanding, and
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computing will move from being theoretical to
operational. Companies which can best harness these
technologies will reframe society and become assets
of intense strategic importance.
Smaller, progressive companies present a unique
means, relative to larger slower moving competitors,
to access this technology‑led structural change.
Unencumbered by ‘the innovator’s dilemma’,
requirements to protect existing franchises, or
internal competing priorities, immature businesses
can design models and propositions from the ground
up to best utilise these exciting new technologies.
Meanwhile, established tools such as the internet,
cloud computing, and digital networks mean
smaller businesses can now reach more customers
or operationally scale at an unprecedented rate,
removing some historical advantages of larger
competitors. Smaller companies can now have
genuinely global ambitions and seek to disrupt the
largest end markets.
Edinburgh Worldwide Investment Trust plc
03
As demonstrated by the last three years, the market’s
attention to this may wax and wane. However, this is
a hugely vibrant opportunity set, propelled by restless
human ingenuity and entrepreneurialism.
Philosophy
Rare companies
Edinburgh Worldwide operates within the large global
smaller companies universe, the Managers’ best
estimates place this in the tens of thousands. Most of
these, however, are unremarkable businesses without
the disruptive potential sought by the Managers on
shareholders’ behalf. The portfolio is designed to
contain a special few early‑stage, immature businesses
with the potential to disrupt large end markets through
the creative use of innovation to facilitate propositions
that are both better, and cheaper, than the status quo.
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a company’s ability to do this:
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problems and to reshape their industry;
emerging edge – early signs of a competitive
advantage that may compound over time;
management – skilled individuals with a clear
strategy for growth; and
scalability – a business model which facilitates
marginal returns becoming more attractive.
Qualitative assessment against these traits is crucial
to the manager’s ongoing idea generation and
investment decision‑making.
Long-term horizon
The Managers observe markets as fundamentally
ill‑suited to evaluating this type of mould‑breaking
business. The companies they seek are attempting
radical change, a process which takes many years
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wider range of outcomes for the earliest‑stage
companies, the Managers have introduced a higher
competition for capital among these holdings.
To appreciate this and what such businesses could
ultimately become, a long‑term horizon and patience
are prerequisites. Hence, they are tasked with
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shareholders’ behalf. Markets, however, generally
operate on a much shorter view. This is observable
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on the likelihood of a company’s sustained long‑term
success, results in pronounced price movements.
The Board backs the Managers to maintain
holdings through periods of price volatility, provided
operational metrics remain in line with the Managers’
expectations; tolerance of drawdowns has been an
important feature for some of the most successful
portfolio holdings.
The Board and Managers believe that the
discrepancy between Edinburgh Worldwide’s
investment horizon and that of the market is a
crucial source of edge and how the Managers can
generate attractive long‑term investment returns.
Harnessing asymmetry
The portfolio attempts to harness the asymmetry
inherent to equity markets – losses being capped
at the amount invested, with returns potentially
limitless – to deliver overall portfolio returns.
The Managers acknowledge that they will not
be successful with all individual investments but
this risk tolerance is necessary to identify special
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the intention is to hold businesses for the long term,
allowing them to contribute an outsized proportion
of overall portfolio returns. Essentially, it is not about
being right with the median investment but about
‘how right’ the Managers are with the top‑performing
holdings. This pattern is observable with past
holdings such as Tesla, Dexcom and Shockwave.
There are holdings with similar potential currently
within the portfolio and the Board is excited about
the prospects of the Managers identifying more in
time on behalf of the Company’s shareholders.
This Strategic report, which
includes pages 05 to 55
and incorporates the Chair’s
statement, has been prepared in
accordance with the Companies
Act 2006.
Strategic
report
05
Edinburgh Worldwide Investment Trust plc
Chair’s
statement
Jonathan
Simpson-Dent
Chair
Appointed to the
Board in 2020,
andas Chair in
March 2024
I was appointed Chair of Edinburgh Worldwide
in March 2024, convinced that our proposition
is unique, compelling and relevant. We offer
shareholders a unique portfolio of publicly traded
and private businesses operating at frontiers of
technological innovation and transformation. The
Company is a global smaller companies specialist
aiming to generate long‑term capital appreciation by
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disruptive growth potential.
When I took on the role, I knew that our performance
over recent years had not met the rightfully high
expectations of both our investors and the Board.
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together with our Manager, Baillie Gifford, and with
added scrutiny from independent external specialists.
The conclusion of this work was announced on
to reset the Company on a path for growth.
Since then, Edinburgh Worldwide has come under
attack from a US hedge fund, Saba Capital, looking to
remove the Board and appoint itself as Manager with
an entirely different approach and mandate. Whilst this
attack was launched after this Annual Report’s year
end, I refer to it in this report due to the implications
and threat it poses.
Annual Report and Financial Statements 2024
06
Review of the year
This year has seen the long‑awaited start of Edinburgh
Worldwide’s recovery. I am encouraged that our share
price rose by 26.1% in the 12 months to 31 October
2024, with the Company’s net asset value (“NAV”) per
share growing 12.8% and the discount narrowing from
17.4% to 7.6% over the period. The comparative index,
the S&P Global Small Cap Index
†
, also rose strongly
registering a gain of 21.6% in sterling terms during
theriod.
This upward momentum has continued and accelerated
through to the end of the calendar year with a further
23.6% increase in our share price and 13.3% in our
when the S&P Global Small Cap Index rose by 2.5%.
Total return* performance
Six
months to
30 April
2024
Six
months to
31October
2024
Year to
31October
2024
Two
months to
31December
2024
Share price +13.6% +11.0% +26.1% +23.6%
NAV +6.4% +6.0% +12.8% +13.3%
S&P Global Small
Cap Index
†
+15.0% +5.8% +21.6% +2.5%
As part of our comprehensive review that was
announced by the Company on 20 November 2024,
our Manager has moved rapidly to rebalance the
portfolio in line with our announcement. Some of these
actions, that were not subject to shareholder approval
at the general meeting held on 18 December 2024, can
with fewer holdings, more sectoral diversity and greater
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Number of holdings
0
60
80
100
120
31 October 2023 30 April 2024 31 October 2024
98
106
85
● Number of holdings
Key Sector mix
31 October
2023
%
31 October
2024
% Change
Healthcare 36.2 29.9
Industrials 24.7 2 7. 8
Information technology 24.5 2 7. 0
Consumer discretionary 4.3 4.6
Financials 3.3 3.8
Communication services 3.8 3.3
Materials 0.8 0.7
Net liquid assets 2.4 2.9
EWIT Portfolio by Financial Resiliency Cohort
31 October
2023
%
31 October
2024
% Change
Fledgling: companies
that are not yet delivering
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4.1 3.1
Initial Commercialisation:
companies delivering
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25.1 16.0
De-Risking: companies
delivering Free Cash
Flow (FCF) margin
between ‑20% and 0%
30.8 16.2
Execution: companies
delivering positive FCF
15.3 26.8
Proven Return:
companies delivering
positive FCF and
Earnings Per Share (EPS)
24.6 3 7. 9
We continue to invest in unlisted businesses, which
represented 25.3% of total assets as at 31 October
2024, and include a number of our most exciting
investments. Some of the most disruptive and
transformative companies are not listed on public
markets and we believe that the Company’s Manager
has a genuine edge in identifying and sourcing
opportunities that have yet to come to the attention
of a wider universe of investors, particularly those
focused on public companies.
* Alternative Performance Measure – see Glossary of terms and Alternative Performance Measures on pages 122 to 124.
†
Total return in sterling terms.
Source: LSEG/Baillie Gifford and relevant underlying index providers. See disclaimer on page 118.
fi
Past performance is not a guide to future performance.
Strategic report
07
Edinburgh Worldwide Investment Trust plc
Resetting a path for growth
In addition to rebalancing the portfolio, changes
have been made to enhance team composition and
structure with Luke Ward and Svetlana Viteva, who
have been responsible for sourcing some of our
most exciting investments, becoming co‑managers
alongside Douglas Brodie. They will be fully
supported by the full range of expertise across the
wider Baillie Gifford team with additional systems
and controls to tighten execution, decision making
and discipline.
Other measures that we announced in November
2024 were approved by shareholders at a General
Meeting on 18 December 2024. This included
several changes to the Company’s investment
policy including: (i) raising the market capitalisation
limit at the point of initial investment in an investee
company from $5bn, set a decade ago, to realign
to the largest constituent of the Company’s
comparative index, the S&P Global Small Cap Index;
and (ii) reducing the target range of companies in
widen the Manager’s access to a bigger pool of
exciting businesses and increase focus and oversight
on a smaller number of investments. The Board is
keen to emphasise that it remains committed to
small, innovative companies and the changes to the
investment policy allow it to ensure it has access to
the appropriate investment universe.
Unlisted investments
As at the Company’s year end, the portfolio
weighting in private companies stood at 25.3% of
total assets, invested in fourteen private companies
including SpaceX and PsiQuantum (2023: 26.2% of
total assets in fourteen companies). The Company
currently has shareholder authority to make
investments into unlisted investments of up to 25%
of total assets, measured at the time of investment.
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continue to be held, but new positions or additions
cannot be made. It should be noted that the unlisted
weighting increased to 27.1% of the portfolio by
31 December 2024 following upward valuations
in several investments. No new private company
investments were made during the year.
Share buybacks
During the period, the Company bought 14,667,733
shares to be held in treasury at a total cost of
The Board will continue to operate its share buy‑
back programme under its available authorities.
While being mindful of the interests of longer‑term
ongoing shareholders as well as market liquidity
and sentiment, the Company may make purchases
under this programme at a discount to NAV for
shareholders seeking enhanced liquidity. Whilst not
determining or prohibiting factors, the Board is also
mindful of and continuously monitors the level of
private company exposure and invested gearing.
As announced in November 2024 as part of its
strategic resetting plan, subject to Court approval,
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capital return programme of up to £130m.
Borrowings
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currency revolving credit facility with The Royal
Bank of Scotland International which expires in June
2026. In addition, a two‑year £36 million multi‑
currency revolving credit facility which expires in
October 2026 was entered into with The Bank of
New York Mellon in September 2024 to replace the
previous facility with National Bank of Australia. The
extent and range of equity gearing is discussed by
the Board and Managers at each Board meeting.
be geared to equities to maximise potential returns,
with the current aspirational parameters set at +5%
to +15% of shareholders’ funds. The invested equity
gearing stood at +11% of shareholders’ funds at the
fi: +14%).
Annual Report and Financial Statements 2024
08
Strategic report
Earnings and dividend
The Company’s objective is to achieve long term
capital growth. This year the net revenue return per
share was negative 0.70p per share (2023 – negative
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being recommended by the Board. Should the level
of underlying income increase in future years, the
Board will seek to distribute to shareholders the
minimum permissible to maintain investment trust
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Board composition
It has been a busy and challenging time for
investment trusts in general and for Edinburgh
Worldwide. I want to express my gratitude to my
fellow Board members for their support over the
past year, a period requiring diligence, deep scrutiny,
issue resolution and implementation. I commend
each individual Board member for their challenge,
guidance and commitment to arrive at important
decisions for our shareholders.
Thanks also to my predecessor Henry Strutt, who
steered the Board up until the last AGM with tact and
expertise. My thanks too, to Helen James who served
as the Company’s Senior Independent Director until
the last AGM and will not be standing for re‑election
to the Board in 2025. Helen has been an outstanding
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McCracken, appointed Senior Independent Director
at the last AGM, is already proving to be a worthy
successor with her extensive experience as an
entrepreneur, advisor and investor in venture capital
backed high growth technology and healthcare
businesses in the UK and US.
The Board’s effectiveness and skills were
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the strength and relevance of experiences across
the Director group. In particular, the assessment
highlighted the extensive and relevant careers of
3 Directors in global smaller company and private
company investing. We are also nearing the
conclusion of a process to hire a director with an
equity investment background and knowledge of
emerging market and global portfolios.
All Directors are subject to annual re‑election at the
AGM. Biographies of each of the Directors can be
found on pages 57 to 59.
Looking forward: Protecting your investment
The Board believes that our fundamental reason
for being is as valid now as ever and we remain
convinced that our proposition is unique, compelling
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year, we are starting with a better and more balanced
portfolio, a top 10 underpinned by transformative
businesses that include SpaceX, PsiQuantum,
Alnylam, Axon and Aerovironment.
With Luke Ward and Svetlana Viteva becoming
co‑managers alongside Douglas Brodie, we are
fi
to achieve the Company’s objective and deliver
for shareholders. Our comprehensive review of
performance of the previous years has generated
an action plan that can reset the Company on a
path for growth. Shareholders’ recent approval for
the new Investment Policy and the reduction of the
Company’s share premium account, subject to Court
approval, will provide headroom for further returns to
Looking forward: Protecting the Company
As declared in its requisition notice on 3 January
2025, US hedge fund Saba Capital would like to
remove Edinburgh Worldwide’s independent Board,
replace Baillie Gifford with themselves and take the
Company down an entirely different path.
I strongly encourage readers to study this Annual
Report in conjunction with a Circular that will be
published at the same time, in which I raise concerns
about Saba’s intentions and the implications for
shareholders. Shareholders should use their voices
and their votes.
09
Edinburgh Worldwide Investment Trust plc
Shareholder Meetings
The Requisitioned General Meeting will be held
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at 11.45am on 14 February 2025. This will be
immediately followed by the Company’s Annual
General Meeting (‘AGM’) at 12 noon. The Board
looks forward to seeing as many of those of you as
possible who are able to attend either in person or
watch by remote video link.
Further information, including the proposed
resolutions and information on the deadlines for
submitting votes by proxy should you not be able to
attend, can be found in the Circular on the Managers’
website at edinburghworldwide.co.uk or by scanning
the QR code below.
Shareholders who hold shares in their own name
on the main register will be provided with Forms of
Proxy, one for the Requisitioned General Meeting and
another for the AGM.
All Shareholders are encouraged to:
• VOTE AGAINST all the Saba Resolutions to be
proposed at the Requisitioned General Meeting.
• VOTE IN FAVOUR of all the AGM Resolutions to be
proposed at the AGM.
Investors who hold their shares through an
investment platform provider or nominee are
encouraged to contact their investment platform
provider or nominee as soon as possible to arrange
for their votes to be lodged on their behalf.
Jonathan Simpson‑Dent
Chair
17 January 2025
Strategic report
Annual Report and Financial Statements 2024
10
31 October
2024
31 October
2023 change
Total assets
(before deduction of borrowings)
£726.3m £688.0m
Borrowings £91.7m £103.3m
Shareholders’ funds £634.6m £584.7m
Net asset value per ordinary share
(borrowings at book value)
170.40p 151.06p +12.8%
Share price 157.40p 124.80p +26.1%
S&P Global Small Cap Index
total return (in sterling terms)
+21.6%
Dividends paid and proposed
per ordinary share
Nil Nil
Revenue earnings per ordinary share (0.70p) (0.65p) ‑7.7 %
Ongoing charges
*
0.76% 0.70%
Discount
(borrowings at book value)
*
(7.6%) (17.4%)
Active share
*
99% 99%
Year to 31 October 2024 2024 2023 2023
Year’s high and low High Low High Low
Share price 163.40p 125.40p 191.00p 122.40p
Net asset value
(after deducting borrowings
at book value)
183.65p 151.59p 223.44p 150.42p
Discount
(borrowings at book value)
*
(4.4%) (17.7%) (5.9%) (23.4%)
The following information
illustrates how Edinburgh
Worldwide has performed over
the year to 31 October 2024.
*
Alternative Performance Measure – see Glossary of terms and Alternative Performance Measures on pages 122 to 124.
†
The comparative index is the S&P Global Small Cap Index total return (in sterling terms).
Source: LSEG/Baillie Gifford and relevant underlying index providers. See disclaimer on page 118.
fi
Past performance is not a guide to future performance.
One year
summary
*
Share price
+26.1%
NAV
+12.8%
Comparative index
†
+21.6%
Total returns
*
11
Edinburgh Worldwide Investment Trust plc
Year to 31 October 2024 2023
Net return per ordinary share
Revenue (0.70p) (0.65p)
Capital 19.48p (46.21p)
Total 18.78p (46.86p)
*
Alternative Performance Measure, see Glossary of terms and Alternative Performance Measures on pages 122 to 124.
†
S&P Global Small Cap Index total return (in sterling terms).
Source: LSEG/Baillie Gifford and relevant underlying index providers. See disclaimer on page 118.
Past performance is not a guide to future performance.
NAV, share price and comparative index total return
*
fi3)
(Discount)/premium to Net Asset Value
fi
OAS
2024
O
2023
NDJFMAMJJ
● Share price
total return*
● NAV
total return*
●
Comparative index
†
total return
100
110
120
130
140
100
140
120
110
130
OSA
2024
O
2023
NDJFMAMJ J
● (Discount)/premium (after deducting borrowings
at book value) plotted as at month end dates*
● Average discount
(24%)
(20%)
(4%)
(8%)
(12%)
(16%)
Performance since broadening
of investment policy
31 October
2024
31 January
2014
‡
% change
capital
% change
total
return
129 months from 31 January 2014
Net asset value per ordinary share
(after deducting borrowings at fair value)
*
170.40p 87.34p 95.1% 96.9%
Net asset value per ordinary share
(after deducting borrowings at book value)
170.40p 87.43p 94.9% 74.1%
Share price 157.40p 81.00p 94.3% 95.3%
Comparative Index (in sterling terms)
†
120.0% 171.1%
Strategic report
Annual Report and Financial Statements 2024
12
Douglas joined Baillie Gifford in 2001 and became
a partner in 2015. He is head of the Discovery
Team and has led the strategy since its inception.
He graduated BSc in Molecular Biology and
Biochemistry from the University of Durham in 1997
and attained a DPhil in Molecular Immunology from
the University of Oxford in 2001.
Svetlana joined Baillie Gifford in 2012. She is
She graduated BA in Economics and BA in Business
Administration from the American University in
Bulgaria in 2008, MSc in Investment Analysis in
2009 and PhD in Accounting and Finance in 2012,
both from the University of Stirling. She is a CFA
Charterholder. Svetlana was promoted to Manager
November 2024.
Luke joined Baillie Gifford in 2012. He is an
investment manager in the Discovery Team.
Companies Team. He graduated MEng (Hons) in
Mechanical Engineering from the University of
Edinburgh in 2012. Luke was promoted to Manager
in November 2024.
Kate Fox
Investment Manager
Appointed 2021
Douglas Brodie
Portfolio Manager
Svetlana Viteva
Portfolio Manager
Luke Ward
Portfolio Manager
Managers’ biographies
13
Edinburgh Worldwide Investment Trust plc
Managers’ review
A look back at the last 12 months:
After several years of macroeconomic headwinds,
the background for smaller companies growth
fl
abating across many geographies while growth
and employment remained resilient, many central
banks moved to ease their monetary policies and
began to cut interest rates. This includes the US
Federal Reserve, which cut its interest rates for
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began to broaden their risk appetite beyond the
handful of mega‑caps, which had dominated market
fl
this macroeconomic backdrop is more favourable to
our investing style, we are acutely aware of the many
uncertainties that can derail markets.
Geopolitical tensions exist in many parts of the
world, notably in the Middle East and between
Russia and Ukraine. National security and economic
protectionism remain key considerations. Efforts
to revitalise domestic manufacturing and to lessen
the reliance on China have resulted in a new wave
of tariffs and sanctions on Chinese exports, ranging
from critical metals to electric vehicles to advanced
technologies like AI. China’s response has been to
restrict the export of materials and technologies
where it dominates the supply chain. Politically
motivated economic policies are not new but have
become a prominent feature of this age and add a
new dimension of uncertainty and complexity to the
operations of many global companies.
Foreign policy and the fragility of the global order
continue to be the topic of debate after a wave
of elections across many key geographies, most
notably the presidential election in the US. The
US market’s response so far has been strong on
expectations that the incoming administration’s
policies will be pro‑growth, including deregulation
and a reduced corporate tax environment. However,
the future of the US global alliances remains
very much in question and could have profound
implications for the global balance of power.
While this can present risks, it could also unlock
new opportunities for investors. We are not trying
to second‑guess tomorrow’s political or economic
landscape and repositioning the portfolio in
response. This is not our skill set. We are highly
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driven by technologies like quantum computing,
robotics, automation, and new materials
engineering, amongst others. That excites us, and
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companies that are driving or enabling progress
and have the potential to deliver a substantial return
regardless of the macroeconomic cycle.
Strategic report
Annual Report and Financial Statements 2024
14
Process Update and Portfolio Alignment
After three years of testing shareholders’ patience
with returns that haven’t been good enough, in the
second half of 2024, we recognised the necessity to
thoroughly review the ‘why’ and ‘how’ of what we do.
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of recent macroeconomic headwinds, the scale of
underperformance hinted at systematic errors that
we were keen to understand better and remedy.
We are grateful for the wholehearted support
and valuable collaboration with the Board while
undertaking this important work.
We’d stress that the ‘why’ remains immovable. EWIT
looks to invest in tomorrow’s winners while they are
still early in their journey. Our philosophy is based
on the fundamental belief that problem‑solving
is an inherent human trait. Over time, technology
and science have led to economic prosperity and
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By investing in technology‑led innovation, we are
backing human ingenuity and progress. We look
for growth, entrepreneurial mindset and innovative
solutions. And nowhere is this more present than in
the small companies universe, a place of potential
and possibility. Notably, the review underscored that
our approach remains a differentiated means to
access this vibrant opportunity set, particularly with
the resultant access to unique private businesses.
Yet, the “how” is iterative, with insights building over
time. As a management team, we consistently learn,
hypothesise, test, and interpret results. As a normal
course of action, you should expect us to gradually
enhance our processes to achieve better results.
As painful as it is, a period like that we’ve just been
in can often be the richest in learning, bringing into
fl
Based on lessons from this period, we’ve made
fi
bolstering the investment decision‑making structure,
addressing the strategy’s key risk factor with a new
portfolio construction framework, and strengthening
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to improve our hold discipline and deliver a better
spread of exposures within the portfolio regarding
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We’re excited that these enhancements will create
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pockets of the portfolio. The team will be made to
consider the marginal holding in areas of industrial
concentration and the earliest stage, most volatile
assets, prompting us to delve more deeply into the
team’s relative conviction levels. In short, these
enhancements should create a better, more robust
investment process to help us make a higher
proportion of value‑accretive investment decisions.
fi
progress implementing these adjustments, moving
around 8% of the portfolio towards alignments.
This entailed reducing exposure to several of our
healthcare and software companies. Simultaneously,
we exited several positions where a commercial
fl
conviction in a successful outcome has diminished
*
.
Accordingly, the number of portfolio holdings has
come down meaningfully over the last year. We are
fi
may reduce that further.
It’s worth highlighting that idea generation has
continued apace. We’ve sought ideas from a broad
range of geographies, sectors, and maturity stages
to support the rebalancing. A few examples include:
Silergy, one of China’s leading analogue
semiconductor companies. The manufacture
of analogue chips continues to be an industry
dominated by US companies. As the largest, most
reputable local player, Silergy is well‑placed to
fi
US‑based Rx Sight makes adjustable intra‑ocular
lenses, allowing doctors to customise patients’
vision after cataract surgery, enabling better vision
without glasses. Its small market share leaves a
runway for growth in the US and internationally.
Britain’s Raspberry Pi, the maker of the
eponymous low‑cost, compact single‑board
computers and computing modules, should
experience substantial growth over the coming
year as these get embedded and become the
“brains” in IoT factories and Edge AI products.
dLocal is a Uruguayan payment processor that
helps global merchants do business in emerging
markets. Payments tend to be local in these
markets, credit card fraud is rampant, and the
regulatory and tax landscape is constantly
evolving. Growth should remain strong as the
penetration of e‑commerce across these markets
continues to increase.
* Sutro Biopharma, Ilika, LivePerson Inc, Codexis, Cosmo Pharmaceuticals, EverQuote Inc, Cellectis, Avacta and Beam.
15
Edinburgh Worldwide Investment Trust plc
We look forward to monitoring these holdings on
your behalf in the years ahead.
Portfolio
The theme that captured imaginations and headlines
fi
so that it was honoured with the 2024 Nobel
Prizes, with both the Physics and Chemistry prizes
awarded for AI‑driven work. All eyes remain on the
progress of foundational AI models and their ability
to reason, and we’ve started to see AI penetrate
different sectors and winners emerge in various
guises, permeating well beyond Big Tech. Axon,
the maker of Taser devices and body cameras, is
a stellar example from the portfolio. Most market
fi
its addressable opportunity by the technologies it
uses. The company’s potential is best captured by
the problem it looks to solve, which is to modernise
law enforcement. AI is just the latest tool at their
disposal. They are building a suite of AI products,
flfi
police reports by using the audio of their body‑
worn cameras, dramatically reducing the time spent
on paperwork. As a near monopoly in hardware
products, Axon is well‑positioned to upsell the
AI‑enabled software which feeds off these. This
makes the Axon solution stickier and strengthens its
competitive moat.
AeroVironment is pioneering AI integration into
unmanned aerial systems, applying the technology
to enhance its autonomous capabilities for
defence and military applications. Through careful
application of the technology, empowered by
decades of technological expertise and extensive
mission datasets, it’s developed AI solutions to allow
its drones to operate effectively in communications‑
challenged environments and improve advanced
computer vision to deliver precise object detection,
fi
made phenomenal progress over the last twelve
fi
entrenched in US Government defence programmes.
However, it’s hugely encouraging to see it cement its
competitive advantage in this manner.
We’re observing a similar situation in healthcare
where companies with a pre‑existing strong
competitive advantage can quickly leverage new
technology. Our holding in Doximity is a good
example. As the leading professional network for
medical practitioners, Doximity counts over 80%
of all US physicians, over 50% of all US nurses
and 90% of all US medical students as its users.
It develops various tools for these professionals
to allow them to communicate with patients and
fl
and increase their productivity. The company has
quickly rolled out several AI‑enabled tools, such as
streamlined referral processes and medical letter
drafting, transforming doctors’ practices allowing
them to spend less time on paperwork and more time
with their patients. We’ve highlighted these three,
but many holdings have swiftly incorporated AI in
their product offerings and successfully monetised
these AI‑powered solutions.
AI has served as a catalyst for other holdings,
accelerating the demand for their products.
One example is our long‑standing holding in
American Superconductor. The company makes a
superconducting wire which substantially boosts
power transmission at a much lower voltage. The
properties of the superconducting wire make it
uniquely well positioned and relevant for many
applications—from voltage management in wind
turbines to protection systems for ships in the
fi
and reliability. Our hypothesis for a long time
has been that the grid needs to evolve, and the
transmission infrastructure needs to expand to
fi
generation and the increasing usage of renewable
energy. In that regard, power‑hungry AI data centres
represent only the latest challenge for the energy
infrastructure. With no signs of the AI infrastructure
buildout slowing down, demand for American
Superconductor’s grid products, representing most
revenues, has been very strong.
The rise in energy demand by AI data centres has
been so dramatic that leading technology companies
have been pushed to consider nuclear energy as
a part of the solution to this growing problem. In
recent months, Alphabet, Microsoft, and Amazon
announced their intentions to use nuclear energy
to power AI by restarting old plants like Three Mile
Island and investing in small modular reactors. This
pro‑nuclear stance only adds to a broader nuclear
renaissance driven by environmental and geopolitical
considerations. Russia’s invasion of Ukraine exposed
the over‑reliance on Russian‑sourced nuclear
fuel and put energy security at the top of mind.
Strategic report
Annual Report and Financial Statements 2024
16
to support the buildout of a domestic nuclear fuel
supply chain and reduce its considerable reliance on
international imports. There is growing pressure to
ensure enough capacity for the new generation of
smaller advanced nuclear reactors currently being
developed. In Australia’s Silex Systems, we believe
we have found a technology that can completely
reshape the nuclear fuel supply chain. Silex is
pioneering a novel uranium enrichment technology
using lasers – an approach that promises to be
cheaper than the status quo and practical to deploy
at scale. The technology behind uranium enrichment
has changed little over the decades. Still, given the
structural advantages of a laser‑based approach, we
expect it to become the leading technology in the
industry over time. Silex is completing a full‑scale
pilot demonstration of its technology by the end
of this year and looking to begin constructing its
fi
While the team’s focus is on uranium enrichment,
the technology they have developed has broader
implications. They are already exploring opportunities
in silicon enrichment for quantum computing and
medical isotope enrichment.
While AI currently dominates investor psyches’, our
philosophy requires us to peer out over the coming
decade and consider ‘what next’. We strongly
suspect that quantum computing will be the next
fi
is still being established, but success would be
transformational, making the excitement around
AI feel quaint. Our large holding in PsiQuantum is
at the forefront of this, with strategic primacy on
commercial relevance. Over the year, it received
two large non‑dilutive cash injections from the US
and Australian governments, further validating its
technology and progress.
We’ve discussed the evolution of the space industry
on previous occasions. SpaceX has continued to
progress with the development of its Starship rocket,
which recently demonstrated an ability to catch
the rocket’s enormous booster section back at the
launchpad. This is one of the key steps in unlocking
a fully and rapidly reusable launch system, which will
fi
for the future space economy. Testing will continue
in 2025, with ambitions to pass other key milestones
such as in‑orbit refuelling and gradually increase
the frequency of launches. In the meantime, Falcon
fl
100 times this year (an average of 1 launch every
satellite broadband worldwide, has continued to
in orbit, adding millions of new customers yearly.
The network is now ready to turn on direct‑to‑cell
services in the US, allowing phones and Internet
of Things devices to receive signals and send
messages regardless of location.
We’d be remiss not to mention the ongoing
progress in healthcare. Alnylam, a company we
have owned since 2014, is the undisputed leader
in RNA interference, a technology allowing
selective silencing of genes implicated with various
diseases. Earlier this year, they demonstrated a
successful Phase 3 readout in an age‑related form
of cardiovascular disease, an indication that is likely
to be a huge commercial success and push them
fi
aggressively pursue its expanding pipeline and
broaden its targets outside the liver. One fascinating
aspect of the company’s ambition is in neurology,
where demand continues to be unmet and patient
outcomes are poor. Over the last decades, academia
and the pharmaceutical industry have been almost
fl
the production of beta‑amyloid protein cause
Alzheimer’s. Alnylam takes a slightly different
approach by going upstream and targeting a protein
that causes the overproduction and build‑up of beta‑
amyloid in the brain. The company is currently in a
phase 1 trial in early‑onset Alzheimer’s patients, and
the early results look very promising. This is just the
fi
reasons for optimism for the millions of patients
diagnosed with central nervous system diseases. If
successful, the reward for Alnylam shareholders will
be substantial. The company continues to be a top
holding in the portfolio.
Outlook
When discussing our outlook for EWIT, given our
approach, we usually attempt to project over the
longer‑term periods we consider more meaningful
periods. We stress that progress and innovation
don’t occur linearly, and shareholders should be
patient because, eventually, the fundamental
qualities of the portfolio will come through. We
believe we have assembled a unique portfolio
of companies offering innovative products and
services, doing things faster, better and cheaper
17
Edinburgh Worldwide Investment Trust plc
than the competition. These innovative propositions
will result in considerable growth and attractive
shareholder returns.
While maintaining that long‑term view, there’s also
a palpable sense that we could be approaching a
fl
from the recent disappointing pattern into something
more rewarding. Three observations contribute to
this view;
1. The portfolio’s top-line growth has re-accelerated.
For comparison, using the same metric,
our benchmark has contracted. Following
a challenging 2023, many of our holdings
have adapted to a more rigorous operating
environment. At the same time, we’ve moved
on from several holdings that weren’t delivering
relative to our expectations. These numbers,
however, don’t speak to our perception of the
portfolio’s considerable growth potential. Many
holdings are approaching catalysts which could
accelerate their growth. Consider the names
highlighted earlier in the report, such as the next
generation of SpaceX rocketry or the acceleration
of demand prompted by Axon’s AI innovations.
2. The portfolio has a much greater proportion
of financially developed, resilient businesses.
The process evolutions we’ve introduced, plus
progress by individual holdings, have resulted
in the portfolio having more than double the
fi
compared to twelve months ago. Yet, what’s more
exciting is that independent forecasts estimate
these holdings to grow their earnings at more
than 20% over the next three years, more than
double the benchmark rate. And frankly, we
believe that is conservative.
3. Portfolio valuations remain undemanding.
Following the turbulence of the last few years,
the small‑cap asset class continues to trade
on a wide discount relative to its long‑term
average and larger peers. Our portfolio has not
been immune to this, with valuation metrics
fi
years. Obviously, we cannot accurately predict
the trigger for this to unwind and normalise. Yet,
given how painful the interest rate hiking cycle
was, it stands to reason that the expected gradual
reduction of rates could be a helpful tailwind
which prompts a re‑evaluation of the small‑cap
asset class and our portfolio.
We fully acknowledge that we’ve badly
underperformed over the last few years. The
changed investing environment is partly responsible,
but we’ve also made mistakes. In this report, we’ve
tried to convey the hard work of identifying the key
learnings, incorporating these into our processes,
and repositioning the portfolio.
Yet, with this as a starting point, armed with a new,
more robust process and a rebalanced portfolio
with accelerating operational performance, which
fl
excited by what’s to come.
Strategic report
Annual Report and Financial Statements 2024
18
19
Edinburgh Worldwide Investment Trust plc
We aim to hold our private company investments
at ‘fair value’ i.e. the price that would be paid in an
open‑market transaction. Valuations are adjusted
both during regular valuation cycles and on an
ad hoc basis in response to ‘trigger events’. Our
valuation process ensures that private companies
are valued in both a fair and timely manner.
The valuation process is overseen by a valuations
group at Baillie Gifford, which takes advice from an
independent third party (S&P Global). The valuations
group is independent from the investment team with
all voting members being from different operational
fi
fifi
We revalue the private holdings on a three‑month
rolling cycle, with one third of the holdings
reassessed each month. During stable market
conditions, and assuming all else is equal, each
twelve‑month period. For investment trusts,
respective investment trust boards and are subject
to the scrutiny of external auditors in the annual
audit process.
Beyond the regular cycle, the valuations group also
monitors the portfolio for certain ‘trigger events’.
These may include: changes in fundamentals;
Initial Public Offering (‘IPO’); company news which
fi
managers, or meaningful changes to the valuation of
comparable public companies. Any ad hoc change
to the fair valuation of any holding is implemented
fl
value. There is no delay.
The valuations group also monitors relevant market
indices on a weekly basis and updates valuations
in a manner consistent with our external valuer’s
(S&P Global) most recent valuation report where
appropriate.
Periods of market volatility during the year have
meant that valuations continue to be reviewed more
frequently, in some instances resulting in a further
fi
revaluations carried out during the year to 31 October
fl
the private investment portfolio that has not resulted
Edinburgh Worldwide Investment Trust* %
Percentage of portfolio valued up to 4 times 20
Percentage of portfolio valued 5+ times 80
fl3 to 31 October 2024 to align with
the Company’s reporting period end.
The average movement in company valuations
and share prices across the portfolio in the year to
Valuation movement £’000
Value of private company investments
as at 31 October 2023
180,057
Disposals in the period (5,377)
Change in categorisation – book cost* 3,285
Change in categorisation – revaluation loss* (1,857)
Investment revaluation gains in the period 35,062
Investment revaluation losses in the period (28,198)
Value of private company investments
as at 31 October 2024
182,972
Valuation movement %
Average movement in investee company securities price (1.0)
Average movement in investee company valuation 3.1
* C4X Discovery Holdings delisted on 26 April 2024.
Baillie Gifford – valuing
private companies
Strategic report
Annual Report and Financial Statements 2024
20
Review of
investments
A review of the Company’s
ten largest investments as
at 31 October 2024.
Space Exploration
Technologies
An aerospace and space
transportation company that
manufactures advanced rockets,
like the Falcon 9, and satellites,
like Starlink, that provides global
broadband services. We’re excited
by its pursuit of reduced launch
costs, thus opening avenues
for growth, such as tourism and
transportation. A clear segment
leader, it looks positioned to
capture an attractive share of
the growing space industry, while
fi
globally relevant utility.
Alnylam Pharmaceuticals
A biotechnology company with a
dominant position in therapeutic
gene silencing. Alnylam’s drugs are
fi
destroy the mRNA of a targeted
gene, preventing it from making
its protein product. This adaptable
and repeatable process can be
applied to any gene, representing
a singularly powerful drug
development platform. Alnylam
disease populations, such as
haemophilia, alzheimer’s, diabetes,
hypertension and chronic heart
failure.
Geography USA
Valuation at
31 October 2024
£41,779,000
% of total assets 5.8%
Valuation at
31 October 2023
£41,793,000
% of total assets 6.1%
Net purchases/(sales)
in the year
(£25,039,000)
Geography USA
Valuation at
31 October 2024
£90,073,000
% of total assets 12.4%
Valuation at
31 October 2023
£69,018,000
% of total assets 10.0%
Net purchases/(sales)
in the year
Nil
© Science Photo Library/Alamy Stock Photo.© SpaceX.
Denotes private company investment.
21
Edinburgh Worldwide Investment Trust plc
PsiQuantum
A technology business building
fi
viable quantum computer. We
appreciate that its photonics‑based
approach enables manufacturing
in a conventional silicon chip
foundry. Although at an early
stage, if successful, it unlocks
a new paradigm in computing
and allows previously intractable
problems to be tackled. Examples
include the simulation of materials
at the atomic level, a new
encryption standard, or complex
fi
Geography USA
Valuation at
31 October 2024
£35,923,000
% of total assets 4.9%
Valuation at
31 October 2023
£30,802,000
% of total assets 4.5%
Net purchases/(sales)
in the year
Nil
© AeroVironment.
AeroVironment
A robotics and defence business,
it manufactures small Unmanned
Aircraft Systems (UAS) used
by US military forces and allies,
to establish intelligence and
reconnaissance superiority.
We foresee UASs increasing
their share of military budgets.
AeroVironment is a segment
leader, its product edge cemented
by years of accumulated
knowledge and protected by
numerous patents. Its relationship,
and trusted supplier status, with
the US Federal Government are
additional advantages.
Geography USA
Valuation at
31 October 2024
£30,325,000
% of total assets 4.2%
Valuation at
31 October 2023
£19,460,000
% of total assets 2.8%
Net purchases/(sales)
in the year
(£3,995,000)
Zillow
The dominant online portal
for US real estate, connecting
agents with purchasers and
sellers. Zillow’s reach at the
initial stages of property search
is enormous, and an entrenched
source of edge. It’s now focussing
on increasing the proportion of
transactions it directly engages in
by concentrating on the highest‑
performing agents and introducing
additional value‑added services.
We think this can meaningfully
increase revenue, which the
market under‑appreciates.
Geography USA
Valuation at
31 October 2024
£23,601,000
% of total assets 3.0%
Valuation at
31 October 2023
£18,771,000
% of total assets 2.7%
Net purchases/(sales)
in the year
(£5,796,000)
Strategic report
Annual Report and Financial Statements 2024
22
© Oxford Nanopore.
Oxford Nanopore
Technologies
A genetic sequencing business,
commercialising a sensitive
molecular sensor that can
‘read’ long strands of DNA.
Researchers are currently using
fi
insights and develop genomic‑
related applications and clinical
diagnostics. ONT is differentiated
due to its pioneering of a low‑
cost, decentralised model which
seeks to democratise DNA
sequencing. This could be pivotal
in transitioning the technology into
fi
increasing the addressable market.
Geography UK
Valuation at
31 October 2024
£21,445,000
% of total assets 3.0%
Valuation at
31 October 2023
£18,801,000
% of total assets 2.7%
Net purchases/(sales)
in the year
£8,681,000
Exact Sciences
A molecular diagnostic business
focused on cancer. Its main
product, Cologuard (a stool‑based
test), is the US market‑leading
non‑invasive test for colorectal
cancer. The company has
care’ strategy to develop and
commercialise tests across many
solid tumour cancers, from early
detection to post‑treatment
monitoring. Success in these
would represent a rough doubling
in addressable markets.
Geography USA
Valuation at
31 October 2024
£17,407,000
% of total assets 2.4%
Valuation at
31 October 2023
£19,935,000
% of total assets 2.9%
Net purchases/(sales)
in the year
(£3,569,300)
© Exact Sciences
Axon Enterprise
The company is best known for
selling tasers and body cameras
to law enforcement agencies
around the world. It has exploited
its dominant position in police
hardware to develop and sell a
range of best‑in‑class software
products to make their job easier.
Looking ahead, Axon’s ventures
into drone‑based law enforcement
and counter‑drone technology
signal its readiness to tackle the
next frontiers of surveillance and
analytics. Axon embodies the
attributes of our most successful
investments: continuous innovation,
expanding market opportunities,
and scalable growth.
Geography USA
Valuation at
31 October 2024
£20,801,000
% of total assets 2.9%
Valuation at
31 October 2023
£17,223,000
% of total assets 2.5%
Net purchases/(sales)
in the year
(£10,034,000)
23
Edinburgh Worldwide Investment Trust plc
American Superconductor
Utilising its patented
superconductor materials to
become a leading provider of
power components for wind
turbines and grid applications
which smooth voltage volatility
fi
AMSC’s competitive edge lies in
its patent portfolio and superior
technology. The upgrading
of electrical grids, increased
renewable capacity and the
nearshoring of manufacturing all
leave it well‑positioned for success
in the evolving energy sector.
Geography USA
Valuation at
31 October 2024
£15,886,000
% of total assets 2.2%
Valuation at
31 October 2023
£3,962,000
% of total assets 0.6%
Net purchases/(sales)
in the year
(£388,000)
Sweetgreen
A national‑scale salad chain,
focusing on providing fresh,
quality, and traceable food options
to its customers. Sweetgreen’s
competitive advantage lies in
fi
brand and culture as demand
for convenient and healthy
food increases. The business
model is scalable, with plans
fi
margin improvement through scale
advantages and its autonomous
fi
management team are still led
by its committed founders, who
have employed a decentralized
management structure for localized
decision‑making.
Geography USA
Valuation at
31 October 2024
£15,483,000
% of total assets 2.1%
Valuation at
31 October 2023
–
% of total assets –
Net purchases/(sales)
in the year
£11,277,000
Strategic report
Annual Report and Financial Statements 2024
24
Twenty largest holdings and
twelve month performance
Year to 31 October 2024
Name
Business
Country
Fair value
2024
£’000
% of
total
assets *
Absolute
†
performance
%
Relative
†
performance
%
Space Exploration
Technologies
#
Designs, manufactures and launches
advanced rockets and spacecraft
USA 90,073 12.4 30.5 7.3
Alnylam Pharmaceuticals Drug developer focussed on harnessing
gene silencing technology
USA 41,779 5.8 66.1 40.0
PsiQuantum
#
Developer of commercial quantum
computing
USA 35,923 4.9 17.3 (3.5)
AeroVironment Small unmanned aircraft and tactical
missile systems
USA 30,325 4.2 77.0 49.2
Zillow
#
US online real estate portal USA 23,601 3.0 58.4 30.3
Oxford Nanopore
Technologies
Novel DNA sequencing technology UK 21,445 3.0 (34.0) (44.4)
Axon Enterprise Law enforcement equipment and
software provider
USA 20,801 2.9 95.5 64.7
Exact Sciences Non‑invasive molecular tests for early
cancer detection
USA 17,407 2.4 5.7 (10.9)
American
Superconductor
Designs and manufactures power systems
and superconducting wire
USA 15,886 2.2 267.9 210.0
Sweetgreen A fast casual restaurant company USA 15,483 2.1 68.2 65.3
Ocado Online grocery retailer and technology
provider
UK 14,472 2.0 (25.2) (37.0)
MarketAxess Electronic bond trading platform USA 13,267 1.8 29.1 8.8
Upwork
Online freelancing and recruitment
services platform
USA 12,590 1.7 22.1 2.9
Doximity Online healthcare resource and
interactive platform developer
USA 12,268 1.7 92.7 62.4
Appian Enterprise software developer USA 11,972 1.6 (14.5) (27.9)
Trupanion Pet health insurance provider USA 11,819 1.6 146.2 107.4
Shine Technologies
(Illuminated Holdings)
#
Medical radioisotope production USA 10,844 1.5 (18.5) (33.0)
JFrog Software development tools
andmanagement
Israel 10,551 1.5 22.5 3.2
PeptiDream
Peptide based drug discovery platform Japan 9,980 1.4 144.7 106.2
Kingdee International
Software
Enterprise management software provider China 9,684 1.3 (25.6) (37.3)
430,170 59.0
* Total assets comprises all assets held less all liabilities other than liabilities in the form of borrowings.
†
Absolute and relative performance has been calculated on a total return basis over the period 1 November 2023 to 31 October 2024.
Absolute performance is in sterling terms; relative performance is against S&P Global Small Cap Index (in sterling terms).
#
More than one line of stock held. Holding information represents the aggregate of both lines of stock.
Denotes private company investment.
Source: Baillie Gifford/Revolution and relevant underlying index providers. See disclaimer on page 118.
Past performance is not a guide to future performance.
25
Edinburgh Worldwide Investment Trust plc
List of investments
as at 31 October 2024
Name
Business
Country
Fair value
2024
£’000
% of
total
assets
Fair value
2023
£’000
Space Exploration
Technologies Series N
Preferred
Designs, manufactures and launches
advanced rockets and spacecraft
USA 51,624 7.1 39,556
Space Exploration
Technologies Series J
Preferred
Designs, manufactures and launches
advanced rockets and spacecraft
USA 23,418 3.2 17,944
Space Exploration
Technologies Series K
Preferred
Designs, manufactures and launches
advanced rockets and spacecraft
USA 10,675 1.5 8,180
Space Exploration
Technologies Class A
Common
Designs, manufactures and launches
advanced rockets and spacecraft
USA 3,329 0.5 2,551
Space Exploration
Technologies Class C
Common
Designs, manufactures and launches
advanced rockets and spacecraft
USA 1,027 0.1 787
90,073 12.4 69,018
Alnylam Pharmaceuticals Drug developer focussed on harnessing
gene silencing technology
USA 41,779 5.8 41,793
PsiQuantum Series C
Preferred
Developer of commercial quantum
computing
USA 21,936 3.0 17,618
PsiQuantum Series D
Preferred
Developer of commercial quantum
computing
USA 13,987 1.9 13,184
35,923 4.9 30,802
Aerovironment Small unmanned aircraft and tactical
missile systems
USA 30,325 4.2 19,460
Zillow Class C US online real estate portal USA 21,531 3.0 17,429
Zillow Class A US online real estate portal USA 2,070 0.3 1,342
23,601 3.3 18,771
Oxford Nanopore
Technologies
Novel DNA sequencing technology UK 21,445 3.0 18,801
Axon Enterprise Law enforcement equipment and
software provider
USA 20,801 2.9 17,223
Exact Sciences Non‑invasive molecular tests for early
cancer detection
USA 17,407 2.4 19,935
American Superconductor Designs and manufactures power
systems and superconducting wire
USA 15,886 2.2 3,962
Sweetgreen A fast casual restaurant company USA 15,483 2.1 –
Strategic report
Annual Report and Financial Statements 2024
26
Name
Business
Country
Fair value
2024
£’000
% of
total
assets
Fair value
2023
£’000
Ocado Online grocery retailer and technology
provider
UK 14,472 2.0 20,598
MarketAxess Electronic bond trading platform USA 13,267 1.8 17,239
Upwork Online freelancing and recruitment
services platform
USA 12,590 1.7 11,241
Doximity Online healthcare resource and
interactive platform developer
USA 12,268 1.7 5,624
Appian Enterprise software developer USA 11,972 1.6 14,004
Trupanion Pet health insurance provider USA 11,819 1.6 3,136
Shine Technologies
(Illuminated Holdings) Series
C‑5 Preferred
Medical radioisotope production USA 6,955 1.0 9,910
Shine Technologies
(Illuminated Holdings) Series
Convertible Loan Note
Medical radioisotope production USA 778 0.1 824
Shine Technologies
(Illuminated Holdings) Series
Convertible Promissory Note
Medical radioisotope production USA 3,111 0.4 3,295
10,844 1.5 14,029
JFrog Software development tools
andmanagement
Israel 10,551 1.5 7,664
PeptiDream Peptide based drug discovery platform Japan 9,980 1.4 2,051
Kingdee International
Software
Enterprise management software
provider
China 9,684 1.3 14,309
Cyberark Software Cyber security solutions provider Israel 8,960 1.2 5,152
STAAR Surgical Ophthalmic implants for vision
correction
USA 8,868 1.2 17,348
Twist Bioscience Biotechnology company USA 8,562 1.2 3,543
LiveRamp Marketing technology company USA 8,300 1.1 9,722
IPG Photonics fi USA 8,261 1.1 6,384
Aehr Test Systems Semiconductor testing systems
provider
USA 8,211 1.1 –
InfoMart Online platform for restaurant supplies Japan 7,774 1.1 3,020
Astranis Space Technologies
Series C Preferred
Communication satellite manufacturing
and operation
USA 7,1 75 1.0 9,889
Astranis Space Technologies
Series C Prime Preferred
Communication satellite manufacturing
and operation
USA 598 0.1 824
7,773 1.1 10,713
PureTech Health IP commercialisation focused on
healthcare
UK 7,719 1.1 8,758
Skywater Technology US specialist semiconductor fabrication
company
USA 7,545 1.1 –
Silergy Designs and manufactures a broad
range of high performance analog
integrated circuits
China 7,481 1.0 –
dLocal Latin American developer of cross
border payments platform
Uruguay 7,163 1.0 –
27
Edinburgh Worldwide Investment Trust plc
Name
Business
Country
Fair value
2024
£’000
% of
total
assets
Fair value
2023
£’000
Epic Games Video game platform and software
developer
USA 6,970 1.0 5,456
Genmab Antibody based drug development Denmark 6,852 0.9 9,197
TransMedics Medical device company USA 6,800 0.9 3,293
Sprout Social Cloud based software for social media
management
USA 6,760 0.9 11,692
Snyk Ordinary Shares Security software UK 2,517 0.3 2,919
Snyk Series F Preferred Security software UK 4,219 0.6 4,892
6,736 0.9 7,811
Zai Lab HK Line Chinese bio‑pharmaceutical
development and distribution company
China 6,733 0.9 6,448
Renishaw Measurement and calibration
equipment
UK 6,262 0.9 4,324
RXSight Implantable adjustable lens provider
after cataract surgery
USA 6,259 0.9 –
Energy Recovery fi
designer and manufacturer company
USA 6,067 0.8 –
Lightning Labs Series B
Preferred
Lightning software that enables users
to send and receive money
USA 5,915 0.8 5,803
Progyny fi USA 5,592 0.8 7,914
BillionToOne Series C
Preferred
Pre‑natal diagnostics USA 4,810 0.7 3,788
BillionToOne Series C‑1
Preferred
Pre‑natal diagnostics USA 655 0.1 –
5,465 0.8 3,788
Novocure Manufacturer of medical devices for
cancer treatment
USA 5,435 0.7 6,575
MP Materials Rare Earth Materials Company USA 5,203 0.7 3,236
Zuora Enterprise sales management software USA 5,201 0.7 4,765
Schrödinger Drug discovery and simulation software USA 5,149 0.7 12,656
KSQ Therapeutics Series C
Preferred
fi
company
USA 4,965 0.7 3,072
Blackline fi USA 4,952 0.7 6,957
Veeco Semiconductor equipment company USA 4,945 0.7 –
Xero Cloud based accounting software for
small and medium‑sized enterprises
New Zealand 4,869 0.7 6,837
Genus Livestock breeding and technology
services
UK 4,843 0.7 4,960
Tandem Diabetes Care Manufacturer of insulin pumps for
diabetic patients
USA 4,319 0.6 2,112
Ambarella Video compression and image
processing semiconductors
USA 4,264 0.6 3,618
Silex Systems Australian pioneer of laser enrichment
technology
Australia 3,887 0.5 –
Ceres Power Holding Developer of fuel cells UK 3,781 0.5 3,740
Digimarc Digital watermarking technology
provider
USA 3,728 0.5 3,307
Strategic report
Annual Report and Financial Statements 2024
28
Name
Business
Country
Fair value
2024
£’000
% of
total
assets
Fair value
2023
£’000
Echodyne Corp. Series C‑1
Preferred
Metamaterial radar sensors and
software
USA 3,719 0.5 5,303
Nanobiotix Nanomedicine company focused on
cancer radiotherapy
France 3,581 0.5 –
Raspberry Pi Technology company UK 3,479 0.5 –
Quantumscape Solid‑state batteries for electric
vehicles
USA 3,456 0.5 4,310
Cryoport Chain logistics solutions provider for
the life sciences industry
USA 3,017 0.4 –
Adaptimmune Therapeutics Cell therapies for cancer treatment UK 2,960 0.4 2,835
IP Group Intellectual property commercialisation UK 2,510 0.3 2,395
Catapult Group International Analytics and data collection
technology for sports teams and
athletes
Australia 2,402 0.3 848
Quanterix Ultra‑sensitive protein analysers USA 2,153 0.3 3,751
Relativity Space Series D
Preferred
3D printing and aerospace launch
company
USA 1,284 0.2 8,753
Relativity Space Series E
Preferred
3D printing and aerospace launch
company
USA 751 0.1 4,105
2,035 0.3 12,858
Sensirion Holding fl Switzerland 1,997 0.3 2,768
C4X Discovery Holdings Software to aid drug design UK 1,377 0.2 1,607
C4X Discovery Warrants Software to aid drug design UK – – –
1,377 0.2 1,607
DNA Script Series C
Preferred
Synthetic DNA fabricator France 1,177 0.2 2,031
New Horizon Health –
suspended
Cancer screening company China 1,106 0.2 3,123
Ilika Discovery and development of novel
materials for mass market applications
UK 583 0.1 1,391
Cellectis Genetic engineering for cell based
therapies
France 262 189
Cardlytics Digital advertising platform USA 115 2,699
Spire Global Satellite powered data collection and
analysis company
USA 102 320
freee K.K. Cloud based accounting software for
small and medium‑sized enterprises
Japan 68 1,778
ITM Power Hydrogen energy solutions
manufacturer
UK 62 2,248
Expensify Expense management software USA 55 787
Angelalign Technology Medical devices manufacturer China 54 50
NuCana SPN ADR Next generation chemotherapy
developer
UK 23 470
4D Pharma Warrants Microbiome biology therapeutics UK – – –
4D Pharma – suspended Microbiome biology therapeutics UK – – –
– – –
29
Edinburgh Worldwide Investment Trust plc
Name
Business
Country
Fair value
2024
£’000
% of
total
assets
Fair value
2023
£’000
China Lumena New
Mines, processes and manufactures
natural thenardite products
China – –
Chinook Therapeutics
(formerly Aduro
Biotechnology) CVR Line
Immunotherapy drug development USA – –
Reaction Engines Advanced heat exchange company UK – –
Total equities 705,032 9 7. 1
Net liquid assets 21,315 2.9
Total assets* 726,347 100.0
* Total assets comprises all assets held less all liabilities in the form of borrowings.
Denotes private company investment.
Listed
equities
%
Unlisted
securities
#
%
Net liquid
assets
%
Total
assets
%
31 October 2024 71.8 25.3 2.9 100.0
31 October 2023 71.4 26.2 2.4 100.0
Figures represent percentage of total assets.
#
Includes holdings in preference shares, ordinary shares, suspended shares and convertible promissory notes.
Strategic report
Annual Report and Financial Statements 2024
30
Geographical 2024
Sectoral 2024
3
4
5
2
6
8
1
1
3
4
6
5
Geographical
2024
%
2023
%
1 North America 73.5 71.2
USA 73.5 70.7
Canada – 0.5
2 South America
1.0 –
Uruguay 1.0 –
3 Europe
15.1 19.7
United Kingdom 10.5 14.2
Eurozone 0.7 2.4
Developed Europe
(non euro)
3.9 3.1
4 Asia
5.9 5.6
China 3.4 3.8
Japan 2.5 1.8
5 Australasia
1.6 1.1
Australia 0.9 0.1
New Zealand 0.7 1.0
6 Net liquid assets
2.9 2.4
Sectoral
2024
%
2023
%
1 Healthcare
29.9 36.2
2 Industrials
2 7. 8 24.7
3 Information technology
2 7. 0 24.5
4 Consumer discretionary
4.6 4.3
5 Financials
3.8 3.3
6
Communication
services
3.3 3.8
7 Materials
0.7 0.8
8 Net liquid assets
2.9 2.4
Distribution
of total assets
At 31 October
31
Edinburgh Worldwide Investment Trust plc
Distribution of total
assets
*
by industry
At 31 October 2024
Industry analysis Portfolio weightings
(relative to comparative index
†
)
* Total assets comprises all assets held less all liabilities other than liabilities in the form of borrowings.
†
S&P Global Small Cap Index (in sterling terms). Weightings exclude industries where the Company has no exposure.
See disclaimer on page 118.
●
% of total assets
● % points overweight ●
% points underweight
19.1%
18.2%
15.6%
4.3%
4.2%
3.7%
3.7%
3.1%
3.0%
2.7%
2.7%
2.3%
2.1%
2.1%
1.9%
1.6%
1.6%
1.3%
1.0%
0.9%
0.7%
0.6%
0.5%
0.0%
18.7%
14.4%
12.4%
1.5%
2.0%
2.6%
2.3%
2.7%
3.1%
0.3%
-0.2%
2.2%
-1.6%
-1.0%
0.7%
-0.2%
-1.6%
-3.0%
-0.5%
-0.9%
-2.0%
0.6%
-0.7%
-1.3%
2.9%
Net liquid assets
Media
Fixed
Metals and mining
Pharmaceuticals
IT services
Machinery
Insurance
Healthcare providers and services
Consumer Staples
Distribution & Retail
Hotels, Restaurants & Leisure
Capital markets
Healthcare technology
Electronic equipment,
instruments and components
Professional services
Cash
Real estate management
and development
Life sciences tools and services
Electrical equipment
Healthcare equipment and supplie
s
Semiconductors and
semiconductor equipment
Biotechnology
Aerospace and defence
Software
Automobile components
Strategic report
Annual Report and Financial Statements 2024
32
* Alternative Performance Measure – see Glossary of terms and Alternative Performance Measures on pages 122 to 124.
†
The comparative index is the S&P Global Small Cap Index total return (in sterling terms).
#
See disclaimer on page 118.
Past performance is not a guide to future performance.
Five year
summary
Five year total return performance* share price,
net asset value and comparative index
†
fi9)
2024
2019 2020 2021 2022 2023
Cumulative to 31 October
● NAV (after deducting
borrowings at fair value)
total return*
● Share price
total return*
● Comparative index
†
total return
Source: LSEG and relevant underlying index providers
#
.
60
260
180
220
140
100
The following charts indicate
how Edinburgh Worldwide
has performed relative to its
comparative index
*
and the
relationship between share
price and net asset value
overthe five year period to
31October 2024.
(Discount)/premium* to net asset value
(plotted on a monthly basis)
20242019 2020 2021 2022 2023
Years to 31 October
● Edinburgh Worldwide (discount)/premium*
(after deducting borrowings at market value)*
Source: Baillie Gifford/LSEG.
The (discount)/premium* is the difference between Edinburgh Worldwide’s
quoted share price and its underlying net asset value (after deducting
borrowings at fair value).
(30%)
(20%)
10%
0%
(10%)
33
Edinburgh Worldwide Investment Trust plc
20242020 2021 2022 2023
Years to 31 October
● NAV (after deducting borrowings at
fair value) total return
†
relative to the
comparative index*
● Share price total return*
Source: Baillie Gifford/LSEG and relevant underlying index providers
#
.
(60%)
(40%)
80%
60%
40%
20%
0%
(20%)
Relative annual net asset value and share price
totalreturns*
(relative to the comparative index total return)
*
Alternative Performance Measure – see Glossary of terms and Alternative Performance Measures on pages 122 to 124.
†
The comparative index is the S&P Global Small Cap Index total return (in sterling terms).
#
See disclaimer on page 118.
Past performance is not a guide to future performance.
Annual net asset value and share price
totalreturns*
2024
2020
2021 2022 2023
Years to 31 October
● NAV (after deducting borrowings
at fair value) total return*
● Share price total return*
Source: Baillie Gifford/LSEG.
(60%)
80%
60%
40%
20%
0%
(40%)
(20%)
Strategic report
Annual Report and Financial Statements 2024
34
* fi122 to 124.
†
The calculation of earnings per ordinary share is based on the revenue from ordinary activities after taxation and the weighted average number
of ordinary shares (excluding treasury shares) (see note 07 on page 99).
Past performance is not a guide to future performance.
Capital
At
31 October
Total
assets *
£’000
Borrowings
£’000
Shareholders’
funds *
£’000
NAV per
share (fair) *
p
NAV
per share
(book) *
p
Share
price
p
Premium/
(discount)
(fair) *
%
Premium/
(discount)
(book) *
%
2014 237,224 (30,862) 206,362 84.12 84.22 77.00 (8.5) (8.6)
2015 258,155 (30,799) 227,356 92.55 92.79 87.60 (5.3) (5.6)
2016 305,520 (36,908) 268,612 109.23 109.63 96.60 (11.6) (11.9)
2017 387,863 (35,024) 352,839 143.78 144.00 138.10 (3.9) (4.1)
2018 521,102 (48,628) 472,474 165.14 165.16 164.40 (0.5) (0.5)
2019 585,314 (48,596) 536,718 177.37 177.37 175.40 (1.1) (1.1)
2020 1,040,462 (48,728) 991,734 279.90 279.90 287.50 2.7 2.7
2021 1,407,507 (66,153) 1,341,355 331.03 331.03 319.50 (3.5) (3.5)
2022 879,393 (103,827) 775,566 197.70 197.70 172.60 (12.7) (12.7)
2023 687,986 (103,249) 584,737 151.06 151.06 124.80 (17.4) (17.4)
2024 726,347 (91,744) 634,603 170.40 170.40 157.40 (7.6) (7.6)
Revenue Gearing ratios
Year to
31 October
Income
£’000
Net return
after tax
£’000
Revenue
earnings per
ordinary
share
†
p
Dividend paid
and proposed
per ordinary
share (net)
p
Ongoing
charges *
%
Gearing *
%
Potential
gearing *
%
2014 1,186 68 0.03 0.40 0.92 10 15
2015 1,106 (90) (0.04) Nil 0.93 10 14
2016 1,178 (61) (0.02) Nil 0.92 9 14
2017 1,268 149 0.06 Nil 0.87 9 10
2018 1,270 (497) (0.19) Nil 0.81 5 10
2019 1,229 (684) (0.23) Nil 0.75 7 9
2020 773 (1,479) (0.46) Nil 0.72 1 5
2021 827 (2,422) (0.62) Nil 0.66 2 5
2022 986 (1,976) (0.49) Nil 0.63 12 13
2023 1,077 (2,527) (0.65) Nil 0.70 14 18
2024 1,301 (2,665) (0.70) Nil 0.76 11 14
Ten year
record
35
Edinburgh Worldwide Investment Trust plc
Cumulative performance (taking 2014 as 100)
At
31 October
Netasset
valueper
share
(fair) *
Netasset
valuetotal
return
(fair) *
Comparative
index
†
Comparative
index
†
total
return
Share
price
Share
pricetotal
return *
Retail
price
index
2014 100 100 100 100 100 100 100
2015 110 110 103 105 114 114 101
2016 130 130 133 139 125 126 103
2017 171 172 151 160 179 180 106
2018 196 197 149 161 214 214 110
2019 211 212 156 172 228 229 113
2020 333 334 154 173 373 375 114
2021 394 395 206 235 415 416 119
2022 235 236 188 219 224 225 133
2023 180 180 176 210 162 163 146
2024 203 203 210 255 204 205 153
Compound annual returns (%)
5 year (0.8%) (0.8%) 6.1% 8.2% (2.1%) (2.1%) 6.2%
10 year 7.3% 7.4% 7.7 % 9.8% 7.4% 7.5% 4.3%
Ten year total return performance
*
Cumulative to 31 October
2024
2014 2016 2019 2021 20232015 20182017 2020 2022
● Share price total return*
●
NAV total return*
●
Comparative index† total return (in sterling terms)
0
500
200
100
300
400
* Alternative Performance Measure see Glossary of terms and Alternative Performance Measures on pages 122 to 124.
†
The comparative index is the S&P Global Small Cap Index total return (in sterling terms).
Source: LSEG and relevant underlying index providers. See disclaimer on page 118.
fifi
Past performance is not a guide to future performance.
Strategic report
Annual Report and Financial Statements 2024
36
Baillie Gifford
stewardship principles
Baillie Gifford’s overarching ethos is that we are
‘Actual’ investors. That means we seek to invest
for the long term. Our role as an engaged owner
is core to our mission to be effective stewards
for our clients. As an active manager, we invest in
companies at different stages of their evolution
across many industries and geographies, and focus
on their unique circumstances and opportunities.
Ourapproach favours a small number of simple
principles rather than overly prescriptive policies.
This helps shape our interactions with holdings and
ensures our investment teams have the freedom
and retain the responsibility to act in clients’
bestinterests.
Long-term value creation
We believe that companies that are run for the
long term are more likely to be better investments
over our clients’ time horizons. We encourage our
holdings to be ambitious, focusing on long‑term
value creation and capital deployment for growth.
We know events will not always run according to
plan. In these instances we expect management
to act deliberately and to provide appropriate
transparency. We think helping management to
resist short‑term demands from shareholders often
protects returns. We regard it as our responsibility to
fi
engineering towards activities that create genuine
value over the long run. Our value will often be in
supporting management when others don’t.
Governance fit for purpose
Corporate governance is a combination of structures
and behaviours; a careful balance between
systems, processes and people. Good governance
is the essential foundation for long‑term company
fi
governance model that delivers the best long‑term
outcomes. We therefore strive to push back against
one‑dimensional global governance principles in
favour of a deep understanding of each company
we invest in. We look, very simply, for structures,
people and processes which we think can maximise
the likelihood of long‑term success. We expect to
trust the boards and management teams of the
companies we select, but demand accountability
Alignment in vision and practice
Alignment is at the heart of our stewardship
approach. We seek the fair and equitable treatment
of all shareholders alongside the interests of
management. While assessing alignment with
management often comes down to intangible factors
and an understanding built over time, we look for
clear evidence of alignment in everything from
capital allocation decisions in moments of stress
to the details of executive remuneration plans and
committed share ownership. We expect companies
to deepen alignment with us, rather than weaken it,
where the opportunity presents itself.
Sustainable business practices
A company’s ability to grow and generate value for
our clients relies on a network of interdependencies
between the company and the economy, society and
environment in which it operates. We expect holdings
to consider how their actions impact and rely on these
relationships. We believe long‑term success depends
on maintaining a social licence to operate and look for
holdings to work within the spirit and not just the
letter of the laws and regulations that govern them.
Material factors should be addressed at the board
level as appropriate.
37
Edinburgh Worldwide Investment Trust plc
Environmental, social and
governance engagement
The Company has given discretionary voting powers
to Baillie Gifford. The Managers vote against
resolutions they consider may damage shareholders’
rights or economic interests and report their actions
to the Board.
The Company believes that it is in the shareholders’
interests to consider environmental, social and
governance (‘ESG’) factors when selecting and
retaining investments and has asked the Managers
to take these issues into account. The Managers
do not exclude companies from their investment
universe purely on the grounds of ESG factors
with the aim of improving the relevant policies and
Statement of Compliance with the UK Stewardship
Code can be found on the Managers’ website:
bailliegifford.com. The Managers’ policy has been
reviewed and endorsed by the Board. The Managers
Baillie Gifford & Co, are signatories to the United
Nations Principles for Responsible Investment.
By engaging with companies, the Managers seeks to
build constructive relationships with them, to better
inform our investment activities and, where necessary,
effect change within our holdings, ultimately with the
The table on page 38
39
and 40 demonstrate our stewardship approach
Strategic report
Annual Report and Financial Statements 2024
38
Engagements during the year to 31 October 2024 Environmental Social Governance
Aehr Test Systems
Aerovironment
Akili Interactive
Alnylam Pharmaceuticals
Ambarella
American Superconductor
Angelalign Technology
Appian
Axon Enterprise
BASE
Blackline
C4X Discovery Holdings
Cardlytics
Catapult Group International
Cellectis
Chegg
Codexis
Cosmo Pharmaceuticals
Cyberark Software
Digimarc
dLocal
EverQuote
Expensify
Genmab
HashiCorp
InfoMart
IPG Photonics
JFrog
Kingdee International Software
LivePerson
LiveRamp
M3
MarketAxess
MonotaRO
MP Materials
Nanobiotix
New Horizon Health
Novocure
Ocado
Pacira BioSciences
Progyny
PureTech Health
Quantumscape
Renishaw
Schrödinger
Silergy
Skywater Technology
Spire Global
Sprout Social
STAAR Surgical
Sutro Biopharma
Tandem Diabetes Care
Temenos
TransMedics
Trupanion
Twist Bioscience
Veeco
Victrex
Zai Lab HK Line
Zillow
Zuora
39
Edinburgh Worldwide Investment Trust plc
MP Materials
MP Materials owns and operates one of the world’s
richest deposits of rare earth metals. Its Mountain
Pass mine in California has high concentrations of
neodymium and praseodymium, a key constituent
of the permanent magnets used in electric vehicles,
wind turbines, and a range of electrical devices. We
engaged with the company to assess its emissions
disclosures and met with its investor relations to
help it grapple with third‑party ESG ratings and
sustainability reporting.
We set clear disclosure expectations for high‑
impact companies like MP Materials in line with
the Paris Agreement. Our discussion included the
company’s current practices for assessing scope 3
emissions, barriers to disclosure and considerations
for setting emission reduction targets in future. We
acknowledged that there is an inherent tension
between the company’s growth plans and its
environmental impact, with the company’s vertical
integration into magnet manufacturing helping it
gain more direct control over emissions. It was wary
to commit to unrealistic targets as it scales.
We also discussed the importance of biodiversity
and the company’s efforts to understand and
mitigate nature‑related impacts. California
environmental regulations are very strict, and we
were reassured by how proactive the company
was in considering its environmental impact. We
suggested they should engage with the Initiative
for Responsible Mining Assurance (IRMA) to
fi
Considering this is a relatively new holding, we are
still building a relationship with MP Materials. It is
involved in a high‑impact industry and relatively
immature, yet we were encouraged by the
company’s open and proactive approach and desire
to seek shareholder views on key governance and
sustainability issues.
Axon Enterprise
Axon Enterprise is a technology company that sells
tasers, bodycams, and software to law enforcement.
The Company has been invested in Axon since
2018. We took the opportunity to discuss the
further development of this incentive plan with Erik
Lapinski, the Senior Director of Investor Relations,
and also delved deeper into recent disparaging news
stories about the company.
In terms of incentives, we acknowledged the
positive changes the company had made to both
the executive and employee incentive plans,
aligning performance goals between the schemes
and including minimum service periods while also
clarifying when the relevant targets had been set.
Regarding the press, a December Reuters article
made several allegations about the company,
including a misleading origin story, corporate
executives’ extravagant spending, and a less‑than‑
collegiate culture. Erik Lapinski was very clear that
the article did not accurately depict the organisation
and that the management team and employees felt
that it was unfair and inaccurate. He explained that
the company’s mission, to protect life and prevent
fi
company and drives its success. The company
ensured us that any concerns from employees about
the article or the allegations it made would be heard
and acted upon.
As Axon continues to mature as a business due to
its success, it is showing encouraging signs of acting
to ensure it can evolve to meet future challenges.
We continue to discuss a range of environmental,
social, and governance issues with the company. We
see our interactions as a valuable source of ongoing
insight into the company as it continues to adapt and
execute its mission and strategy.
Strategic report
Annual Report and Financial Statements 2024
40
Zillow
Zillow is the largest property platform in the
United States. In what is traditionally a complex,
fragmented, and expensive market, the company
is bringing a seamless digital solution to buying,
selling, and renting properties and mortgage
originations. We met with Mary Ellen Fukuhara,
the Head of Investor Relations, to discuss
executive pay and board composition ahead of the
The company’s compensation committee had
decided to reprice employee options following a
fi
Fukuhara explained the challenges to employee
retention posed by the change in strategy and noted
fi
had been excluded from the repricing event given
their pre‑existing shareholding. We understood
fl
case, to help retain staff and the company’s hard‑
With regards to the board, we were keen to
understand more about its composition and why
several directors had been on it for an extended
period, which can diminish the independent
challenge their position requires. Mary Ellen
Fukuhara made the case that the kind of experience
these board appointees bring is an advantage,
rather than a point of issue. We also asked how the
company deals with the potential that company
directors can be involved in too many boards and
were reassured that Zillow limits the number of audit
committees that a board member can sit on.
This was a productive conversation and a useful
opportunity to hear Zillow’s remuneration and board
practices. However, we felt that the company could
more proactively integrate fresh perspectives on
the board. We therefore opposed the re‑election
of the chair of the nominating and governance
committee at the AGM, communicating our rationale
to the company. We look forward to continuing the
dialogue in future.
41
Edinburgh Worldwide Investment Trust plc
Baillie Gifford
proxy voting
We believe that ‘active ownership’ of our clients’
holdings is as important as selecting the right
fi
are aligned with our stewardship principles and
describe our approach to proxy voting and company
engagement, the key levers of active ownership,
often described as ‘stewardship’.
While these guidelines are intended to provide an
insight into how we approach voting on our clients’
behalf, it is important to note that we assess every
company individually. In voting, we will always
evaluate proposals on a case‑by‑case basis, based
on what we believe to be in the best long‑term
interests of our clients, rather than rigidly applying
A broad cross section of our investment staff
In the same way that our investment approach is
based around empowered and independent teams,
our voting and engagement is led by the individual
investment teams. In keeping with our decentralised
and autonomous culture, our investment teams will,
on occasion, elect to vote differently on the same
general meeting resolutions. Where this happens,
on our website. We also have clear processes in
place to identify, prevent and manage potential
fl
fi
fifl
Prior to taking any voting action, we usually address
fi
company, using voting as an escalation mechanism
fi
Company meeting record
Voting distribution
Percentage of meetings voted
with management
97. 5
Percentage of meetings with at least
one against, withhold or abstain
2.5
Number of votes for 95
Number of votes against 4
Number of votes abstain/withhold 1
Strategic report
Annual Report and Financial Statements 2024
42
Business model
Business and status
Edinburgh Worldwide Investment Trust plc (‘the
Company’) is a public company limited by shares
and incorporated in Scotland. The Company is an
investment company within the meaning of section
833 of the Companies Act 2006 and carries on
business as an investment trust. Investment trusts
are UK public listed companies and their shares are
traded on the London Stock Exchange. They invest
in a portfolio of assets in order to spread risk. The
fi
to shareholder approval sought annually, it may
purchase its own shares or issue shares. The price
listed shares, by supply and demand.
The Company has been approved as an investment
trust by HM Revenue & Customs subject to
the Company continuing to meet the eligibility
conditions. The Directors are of the opinion that the
Company has continued to conduct its affairs so as
to enable it to comply with the ongoing requirements
of section 1158 of the Corporation Tax Act 2010 and
the Investment Trust (Approved Company) (Tax)
Regulations 2011.
The Company is an Alternative Investment Fund for
the purposes of the UK Alternative Investment Fund
Managers Regulations.
Purpose
Edinburgh Worldwide Investment Trust is a global
smaller companies specialist aiming to generate
long‑term capital appreciation by early access to
fi
growth potential.
Business review
General Meeting
Subsequent to the year end, a General Meeting was
held on 18 December 2024 where shareholders
approved resolutions to amend the Company’s
Investment Objective and Policy and approved a
reduction in the Share Premium Account, subject
to Court approval, to increase distributable
reserves (see Chair’s Statement on page 08). The
amendments approved to the Investment Objective
and Policy were:
Investment in 60 – 100 companies (previously
Upper limit for portfolio company market
capitalisation raised from $5bn to the level of the
market capitalisation of the largest constituent of
the Company’s comparative index, the S&P Global
Small Cap Index.
The amended Investment Objective and Policy as
approved on 18 December 2024 is set out below.
Objective and policy
Edinburgh Worldwide’s investment objective is the
achievement of long term capital growth by investing
primarily in listed companies throughout the world.
While the policy is global investment, the approach
adopted is to construct a portfolio through the
fi
long term growth potential, normally over at least
fiat the point of initial
investment have a market capitalisation no greater
than the market capitalisation of the largest
constituent of the Company’s comparative index*
measured by market capitalisation. The portfolio is
actively managed and does not seek to track the
comparative index hence volatility against the index
* The Company’s comparative index is the S&P Global Small Cap Index total return (in sterling terms).
43
Edinburgh Worldwide Investment Trust plc
In constructing the equity portfolio a spread of risk
is achieved by diversifying the portfolio through
investment in:
60 to 100 companies;
On acquisition, no holding shall exceed 5% of total
assets. No more than 15% of the Company’s total
assets will be invested in other listed investment
companies. No more than 10% of the Company’s
total assets will be invested in other pooled vehicles,
such as open ended funds.
Unlisted investments may be held. On acquisition
holding in unlisted investments shall not exceed
fi
holdings or non equity investments, may be held on
an opportunistic basis.
Derivative instruments are not normally used but,
of the Board, their use may be considered either as
The Company recognises the long term advantages
of gearing and would seek to have a maximum
gearing level of 30% of shareholders’ funds in the
absence of exceptional market conditions.
Borrowings are invested when it is considered that
investment grounds merit the Company taking a
geared position. Gearing levels, and the extent of
gearing, are discussed by the Board and Managers
at every Board Meeting.
Culture and values
In the context of an externally managed investment
company with no employees, culture and values
are expressed by the Company’s Directors and the
service providers with whom shareholders and other
stakeholders interact, and through the relationships
between the Board and those service providers,
including the Managers. As noted in more detail in
the section 172 statement on pages 52 to 54 the
Board seeks to engage with its Managers and other
service providers in a collaborative and collegiate
manner, to provide clear and timely communication
to the market and shareholders and to maintain
the highest standards of business conduct. The
Baillie Gifford Statement on Stewardship, which
describes the Managers’ culture of constructive
engagement, can be found on the Managers’
website; bailliegifford.com.
Borrowings
At 31 October 2024fi
£100 million multi‑currency revolving credit facility
with The Royal Bank of Scotland International Limited
with an expiry date of 9 June 2026 and a two year
£36 million multi‑currency revolving credit facility with
The Bank of New York Mellon (‘BNYM’) with an expiry
date of 30 October 2026. The fi
multi‑currency revolving credit facility with National
Australia Bank Limited (‘NAB’) matured
on4 the
drawings were £28,060,000, US$71,166,000 and
€9,864,000 under the £100 million multi‑currency
3 the
drawings were £30,437,000, US$77,150,000 and
€10,600,000 under the £100 million multi‑currency
revolving credit facility. There were no drawings
facilities with BNYM at 31 October 2024 or
3103 for the
Subsequent to
equivalent to £37 million.
Strategic report
Annual Report and Financial Statements 2024
44
The Board uses key performance indicators (KPIs) to measure the progress and performance of the Company
over time when discharging its duties as setout onpage 67. These KPIs are established industry measures.
The performance measures below are to 31 October 2024.
Share price, net asset value and
comparative index total returns
*
The total return is the return to shareholders after
share price goes ex‑dividend.
-40
0
40
80
120
160
1 year 5 years10 years
%
● Net asset
value total
return*
● Share
price total
return*
● Comparative index
total return*
†
Share price premium/(discount)
*
As stock markets and share prices vary, an
investment trust’s share price is rarely the same as
its net asset value (NAV). When the share price is
lower than the NAV per share it is said to be trading
at a discount. If the share price is higher than the
NAV per share, this situation is called a premium.
1 year 5 years10 years
0
5
10
15
20
%
● Average (discount)/premium* of NAV to share price over stated
period to 31 October 2024
Ongoing charges
*
Ongoing charges are the total recurring expenses
(excluding the Company’s cost of dealing in
investments and borrowing costs) incurred by the
Company as a percentage of the daily average
2014 2024
0.4
0.6
0.8
1.2
1.0
%
● Ongoing charges*
Key performance indicators
The Board also has regard to the total return of the
Company’s principal comparative index (S&P Global
Small Cap Index total return (in sterling terms))
and considers the performance of comparable
companies. Across these measures, the Board looks
for relative outperformance over the long term, while
remaining mindful that the nature of the investment
policy and the growth characteristics of the portfolio
investments may entail periods of underperformance
over the short and medium term.
*
Alternative Performance Measure – see Glossary of terms and Alternative Performance Measures on pages 122 to 124.
Past performance is not a guide to future performance.
45
Edinburgh Worldwide Investment Trust plc
Viability statement
In accordance with provision 31 of the UK Corporate
Governance Code, that the Directors assess the
fi
fi
years. The Directors continue to believe this period
fl
investment strategy of the Company, and to be a
period during which, in the absence of any adverse
change to the regulatory environment and to the
favourable tax treatment afforded to UK investment
fi
change to the current principal and emerging risks
facing the Company nor to the adequacy of the
mitigating controls in place.
In considering the viability of the Company, the
Directors have conducted a robust assessment
of each of the Company’s principal and emerging
risks and uncertainties as detailed on pages
45 to 50 and in particular the impact of market
fi
markets would adversely impact the value of the
Company’s investment portfolio. The Directors
have also considered the Company’s leverage and
liquidity in the context of the unsecured multi‑
currency revolving credit facilities which are due
to expire in June and October 2026, the income
and expenditure projections and the fact that the
Company’s investments comprise mainly readily
realisable quoted equity securities which can be
sold to meet funding requirements if necessary.
fi
conducted during the year, including consideration
of the risk of further market volatility resulting from
increasing geopolitical tensions and the impact of
the Company’s intention to return up to £130 million
to shareholders in 2025. The stress testing did not
indicate any matters of concern. The Company’s
primary third party suppliers, including its Managers
and Secretaries, Custodian and Depositary,
Registrar, Auditor and Broker, are not experiencing
fifi
respective services to the Company. In addition, all
of the key operations required by the Company are
outsourced to third party service providers and it
is reasonably considered that alternative providers
could be engaged, at relatively short notice.
Based on the Company’s processes for monitoring
operating costs, share price discount/premium,
fi
leverage, counterparty exposure, liquidity risk,
fi
shareholders, the Directors have concluded that
there is a reasonable expectation that the Company
will be able to continue in operation and meet its
fi
As set out in the Chair’s statement on pages 5, 8
and 9 and detailed in a Circular to shareholders
dated 20 January 2025fi
shareholder has requisitioned a general meeting
and is seeking shareholder approval to replace the
Board and appoint alternative directors. Their stated
intention for the Company is to change the fund
manager and the investment strategy, if approved by
the shareholders. The Directors do not support the
proposals. However, in the event that shareholders
approve these arrangements, the principal risks of
the Company, its investment strategy, asset classes
held, loan facilities and business model are likely to
fi
is reasonable to assess the viability of the Company
may be substantially different.
Principal and emerging risks
As explained on pages 70 and 71 there is an ongoing
process for identifying, evaluating and managing
the risks faced by the Company on a regular basis.
The Directors have carried out a robust assessment
of the principal and emerging risks facing the
Company, including those that would threaten its
business model, future performance, regulatory
compliance, solvency or liquidity. There have been
some changes to the principal risks during the
fl
conditions and ongoing geopolitical tensions which
have increased risk levels in some key areas. A
description of these risks, an assessment of the risk
level and how they are being managed or mitigated
together with the change in assessment of any
increase or decrease in risk during the year is set out
on pages 46 to 50.
Strategic report
Annual Report and Financial Statements 2024
46
Investment and strategic risks
Investment strategy risk
What is the risk?
Pursuing an investment strategy to
fi
the market perceives to be unattractive
or inappropriate, or the ineffective
implementation of an attractive or
appropriate strategy, may lead to reduced
returns for shareholders and, as a result,
a decreased demand for the Company’s
shares. This may lead to the Company’s
shares trading at a widening discount to
their net asset value.
How is it managed?
To mitigate this risk, the Board regularly
reviews and monitors the Company’s objective
and investment policy and strategy, the
investment portfolio and its absolute and
relative performance, the level of discount/
premium to net asset value at which the
shares trade and movements in the share
register and raises any matters of concern
with the Managers. In 2024, the Board
undertook a detailed review of the Company’s
strategy, execution and performance resulting
in a comprehensive action plan to improve
shareholder returns. Shareholders approved
amendments to the investment policy at the
General Meeting held on 18 December. Please
refer to the Chair’s Statement on page 07.
Rating and
change
Current assessment of risk
Risk level: High
This risk has continued to
increase and led to the Board
and Managers’ review and an
action plan implemented which
is being carefully monitored.
Market conditions for growth
stocks typically held by the
Company are improving. Since
fi
minority shareholder has
initiated actions which may
lead to a change of investment
strategy, if approved by the
shareholders. Further details are
set out in the Chair’s statement
on page pages 5, 8 and 9.
Financial risk
What is the risk?
The Company’s assets are listed and
unlisted securities and its principal
fi
include market risk (comprising currency
risk, interest rate risk and other price
risk), liquidity risk and credit risk. An
explanation of those risks and how they
are managed is contained in note 17 to the
Financial Statements on pages 105112.
How is it managed?
The Board has considered the impact of
market volatility driven by macroeconomic
factors such as higher interest rates and
geopolitical concerns. To manage this risk,
the Board regularly reviews metrics on
fi
alongside investment transactions.
Discussions with the portfolio manager
cover individual investments and market
insights. An annual strategy meeting is
conducted. Following a detailed review
in 2024 of the Company’s strategy and
performance involving independent
advisors, the Board is actively monitoring
the execution of an action plan for
improved execution and performance.
Rating and
change
Current assessment of risk
Risk level: High
This risk is considered to have
increased as market volatility
remains due to continuing
geopolitical instability.
Smaller company risk
What is the risk?
The Company has investments in smaller,
immature companies which are generally
considered higher risk as changes in
their share prices may be greater and the
shares may be harder to sell. Smaller,
immature companies may do less well
in periods of unfavourable economic
conditions.
How is it managed?
To mitigate this risk, the Board reviews the
investment portfolio at each meeting and
discusses the merits and characteristics of
individual investments with the Managers.
A spread of risk is achieved by holding
fifi
industries and six countries.
Rating and
change
Current assessment of risk
Risk level: High
This risk is considered to have
increased as market volatility
from ongoing geopolitical
instability has a greater impact
on the share prices of smaller
companies which are typically
more sensitive to market
sentiment and macroeconomic
shocks.
Decreasing RiskIncreasing Risk Stable Risk
Moderate RiskHigh Risk Low Risk
47
Edinburgh Worldwide Investment Trust plc
Private company (unlisted) investments risk
What is the risk?
The Company’s risk is increased by its
fi
to buy or sell, assessment of their value
is more subjective than for investments
listed on a recognised stock exchange and
their valuations may be perceived to be
more volatile or out of date.
How is it managed?
To mitigate this risk, the Board considers
the private company securities in
the context of the overall investment
to unlisted investments. Valuations of
private companies are carried out on
a frequent basis by the manager and
fi
in operational developments or recent
transactions in shares. The Board reviews
the valuations in detail which are carried
out by a third party valuation specialist,
subject to the Managers’ private company
valuation specialist input and is also
subject to external audit scrutiny annually.
Rating and
change
Current assessment of risk
Risk level: Moderate
This risk is considered to
have increased as private
company investment valuation
risk increases in volatile
markets. Tfi
fundraising environment and
IPO conditions increase overall
investment risk conditions for
private companies.
Discount risk
What is the risk?
The discount/premium at which the
Company’s shares trade relative to its
net asset value can change. The risk of a
widening discount is that it may undermine
fi
How is it managed?
The Board monitors the level of discount/
premium at which the shares trade
and the Company has authority to buy
back its existing shares or issue shares
(including authority to sell shares held in
treasury), when deemed by the Board to
be in the best interests of the Company
and its shareholders. During the year the
fi
buybacks and has announced its intention
to return up to £130m to shareholders.
Rating and
change
Current assessment of risk
Risk level: High
This risk is considered to have
increased as although the
Company’s discount narrowed
during the year there is an
elevated risk that sentiment
towards the Company’s shares
could change resulting in a
widening of the discount.
fi
What is the risk?
The Board is of the view that political
change in areas in which the Company
How is it managed?
Political developments are closely
monitored and considered by the Board.
fi
investee companies’ primary location
and considers the potential for negative
impacts arising from military action, trade
barriers or other political factors.
Rating and
change
Current assessment of risk
Risk level: High
This risk is considered to be
increasing as governments and
consumers around the world
continue to assess the impact
of heightened geopolitical
fl
as challenging macroeconomic
economic conditions.
Decreasing RiskIncreasing Risk Stable Risk
Moderate RiskHigh Risk Low Risk
Strategic report
Annual Report and Financial Statements 2024
48
Cyber security risk
What is the risk?
or that of a third party service provider
fi
or availability of data and systems.
Emerging technologies, including AI and
quantum computing capabilities, may
introduce new, and increase existing
information security risks that impact
operations.
How is it managed?
To mitigate this risk, the Audit and
Management Engagement Committee
review Reports on Internal Controls
published by Baillie Gifford and other third
party service providers. Baillie Gifford’s
Business Risk Department report to the
Audit and Management Engagement
Committee on the effectiveness of
information security controls in place at
Baillie Gifford and its business continuity
framework. Cyber security due diligence
is performed by Baillie Gifford on third
party service providers which includes a
review of crisis management and business
continuity frameworks.
Rating and
change
Current assessment of risk
Risk level: Moderate
This risk is considered to be
increasing due to ongoing
geopolitical tensions and
and an observed increase in
malign cyber activity. Emerging
technologies, including AI,
could potentially increase
information security risks. In
addition, service providers
operate a hybrid approach of
fi
thereby increasing the potential
of a cyber security threat.
Climate and governance risk
What is the risk?
Perceived problems on environmental,
social and governance (‘ESG’) matters in
an investee company could lead to that
company’s shares being less attractive
to investors, adversely affecting its share
price, in addition to potential valuation
issues arising from any direct impact of
the failure to address the ESG weakness
on the operations or management of the
investee company (for example in the
event of an industrial accident or spillage).
Repeated failure by the Managers to
identify ESG weaknesses in investee
companies could lead to the Company’s
own shares being less attractive to
investors, adversely affecting its own
share price. In addition, the valuation
of investments could be impacted by
How is it managed?
This is mitigated by the Managers’ strong
ESG stewardship and engagement policies
which are integrated into the investment
process which includes the risk inherent
in climate change (see page 55), and
discussed regularly by the Board with the
Managers. Further details of the Managers’
approach are set out on page
and also on the Managers’ website
bailliegifford.com/esg.
have considered the impact of climate
change on the Financial Statements of the
Company and this is included in note 1a to
the Financial Statements on page 94.
Rating and
change
Current assessment of risk
Risk level: Moderate
This risk is considered to be
unchanged. The Managers
continue to employ strong ESG
stewardship and engagement
policies.
Decreasing RiskIncreasing Risk Stable Risk
Moderate RiskHigh Risk Low Risk
49
Edinburgh Worldwide Investment Trust plc
Regulatory risk
What is the risk?
Failure to comply with applicable legal
and regulatory requirements such as the
tax rules for investment trust companies,
the FCA Listing Rules and the Companies
Act could lead to suspension of the
Company’s Stock Exchange listing,
fifi
or the Company being subject to tax on
capital gains. Changes to the regulatory
environment could negatively impact the
Company.
How is it managed?
To mitigate this risk, Baillie Gifford’s
Business Risk, Internal Audit and
Compliance Departments provide regular
reports to the Audit and Management
Engagement Committee on Baillie
Gifford’s monitoring programmes.
Should major regulatory change seem
likely to impose disproportionate
compliance burdens on the Company,
representations are made to the relevant
authorities to ensure that the special
circumstances of investment trusts are
recognised. Shareholder documents
and announcements, including the
Company’s published Interimand Annual
Report and Financial Statements, are
subject to stringent review processes,
and procedures are in place to ensure
adherence to the Transparency Directive
with reference to inside information.
Rating and
change
Current assessment of risk
Risk level: Low
This risk is considered to
be unchanged. All control
procedures are working
effectively. There have been
no material regulatory changes
that have impacted the
Company during the year.
Custody and Depositary risk
What is the risk?
Safe custody of the Company’s assets
maybe compromised through control
failures by the Depositary, including
cybersecurity incidents.
How is it managed?
To mitigate this risk, the Audit and
Management Engagement Committee
receives six monthly reports from the
Dfi
of the Company’s assets held by the
Custodian. Cash and portfolio holdings
are independently reconciled to the
Custodian’s records by the Managers who
fi
fi
companies. In addition, the existence of
assets is subject to annual external audit
and the Custodian’s internal controls
assurance reports are reviewed by Baillie
Gifford’s business risk department and a
summary of the key points is reported to
the Audit and Management Engagement
Committee and any concerns investigated.
Rating and
change
Current assessment of risk
Risk level: Low
This risk is considered to
be unchanged. All control
procedures are working
effectively.
Decreasing RiskIncreasing Risk Stable Risk
Moderate RiskHigh Risk Low Risk
Strategic report
Annual Report and Financial Statements 2024
50
Operational risk
What is the risk?
Failure of Baillie Gifford’s systems or
those of other third party service providers
could lead to an inability to provide
accurate reporting and monitoring or a
misappropriation of assets.
How is it managed?
comprehensive business continuity plan
which facilitates continued operation of
the business in the event of a service
disruption or major disaster. The Audit
and Management Engagement Committee
reviews Baillie Gifford’s Report on Internal
Controls and the reports by other key
third party providers are reviewed by
a summary of the key points is reported to
the Audit and Management Engagement
Committee and any concerns investigated.
The other key third party service
fi
fi
respective services to the Company.
Rating and
change
Current assessment of risk
Risk level: Low
This risk is considered to
be unchanged. All control
procedures are working
effectively.
Leverage risk
What is the risk?
The Company may borrow money for
investment purposes (sometimes known as
fall in value, any borrowings will magnify
the impact of this loss. If borrowing
facilities are not renewed, the Company
may have to sell investments to repay
borrowings.
How is it managed?
To mitigate this risk, all borrowings require
the prior approval of the Board and
leverage levels are discussed by the Board
and Managers at every meeting. Covenant
levels are monitored regularly. Details of
the Company’s current borrowing facilities
and drawings can be found in note 10 on
page 103. The majority of the Company’s
investments are in quoted securities that
are readily realisable. Further information
on leverage can be found on page 117 and
Alternative
Performance Measures on pages 122
to124.
Rating and
change
Current assessment of risk
Risk level: Low
This risk is considered to be
unchanged. There has been
nfi
level. The Company continues
to deploy gearing and has two
revolving credit facility loans
Emerging risks
As explained on page 70 the Board has regular discussions on principal risks and uncertainties, including any risks which are not an
immediate threat but could arise in the longer term.
Decreasing RiskIncreasing Risk Stable Risk
Moderate RiskHigh Risk Low Risk
51
Edinburgh Worldwide Investment Trust plc
Strategic report
Annual Report and Financial Statements 2024
52
Promoting the success of the Company
(section 172 statement)
Under section 172 of the Companies Act 2006,
the directors of a company must act in the way
they consider, in good faith, would be most likely
to promote the success of the company for the
fi
so have regard (amongst other matters and to the
extent applicable) to: a) the likely consequences
of any decision in the long term, b) the interests
of the company’s employees, c) the need to
foster the company’s business relationships with
suppliers, customers and others, d) the impact of
the company’s operations on the community and
the environment, e) the desirability of the company
maintaining a reputation for high standards of
business conduct, and f) the need to act fairly as
between members of the company.
In this context, having regard to the Company being
an externally‑managed investment company with
no employees, the Board considers the Company’s
key stakeholders to be: its existing and potential new
shareholders; its externally‑appointed Managers
and Secretaries (Baillie Gifford); other professional
service providers (corporate broker, registrar, auditor
and Depositary); lenders; wider society and the
environment.
The Board considers that the interests of the
Company’s key stakeholders should be aligned,
in terms of wishing to see the Company deliver
sustainable long‑term growth, in line with the
Company’s stated objective and strategy, and meet
the highest standards of legal, regulatory, and
commercial conduct, with the differences between
stakeholders being merely a matter of emphasis on
those elements.
The Board recognises the importance of maintaining the interests of the Company and its stakeholders in
fi
Secretaries are at all times available to the Board to ensure that suitable consideration is given to the range
of factors to which the Directors should have regard. In addition to ensuring that the Company’s stated
investment objective was being pursued, key decisions and actions during the year which required the
Directors to have regard to applicable section 172 factors included:
Key decision Action
Change to Investment Policy and
Reduction of Share Premium Account
A detailed review of the Company’s strategy, execution and recent performance
resulting in a comprehensive action plan to improve returns for all shareholders and
a commitment to return up to £130 million to shareholders. Following the review, a
General Meeting was held on 18 December 2024 where changes to the Investment
Objective and Policy were approved by shareholders (see Business Review page 42).
Shareholders also approved a resolution to, subject to Court approval, reduce the
Share Premium Account to increase the Company’s distributable reserves to give the
Board additional headroom to continue the active capital return programme and any
future distributions. More information is provided in the Chair’s Statement on page 07.
Borrowings In September 2024, the Board secured a two year £36m multi‑currency revolving
credit facility with The Bank of New York Mellon which will expire on October 2026.
This facility replaced the £36m multi‑currency revolving credit facility with National
Australia Bank Limited which expired on 30 September 2024. Subsequent to
relation to the credit facility with The Royal Bank of Scotland.
Share Buybacks The purchase of 14,667,733 of the Company’s own shares into treasury at a discount to
net asset value, for subsequent reissue, in order to ensure the Company’s shareholders
fi
terms that enhance net asset value for remaining shareholders.
Between 1 November 2024 and 16 January 2025, the Company purchased 31,000
shares, at a discount, enhancing net asset value for continuing shareholders.
53
Edinburgh Worldwide Investment Trust plc
The Board’s methods for assessing the Company’s progress in the context of its stakeholders’ interests are
set out below.
Stakeholder Why we engage How we engage and what we do
Shareholders Shareholders are, collectively, the
Company’s owners: providing them with a
return for their investment in accordance
with the Company’s investment policy and
objective is the reason for its existence.
The Board places great importance on communication with
shareholders. The Annual General Meeting provides the key
forum for the Board and Managers to present to shareholders
on the Company’s performance, future plans and prospects.
It also allows shareholders the opportunity to meet with the
Board and Managers and raise questions and concerns. The
Chair is available to meet with shareholders as appropriate.
The Managers meet regularly with shareholders and their
representatives, reporting their views back to the Board.
Directors also attend certain shareholder presentations, in order
fi
also communicate with members of the Board at any time by
fi
Company’s broker. These communication opportunities help
inform the Board when considering how best to promote the
fi
the long term.
Baillie Gifford –
Managers and
Secretaries
The Company’s Board has delegated the
management of the Company’s portfolio,
and the administration of the Company’s
fi
and taxation reporting requirements, to
Baillie Gifford. Baillie Gifford is therefore
responsible for the substantial activities of
the Company and has the most immediate
fl
stakeholders, subject to the oversight and
strategic direction provided by the Board.
The Board seeks to engage with its Managers and Secretaries,
and other service providers, in a collaborative and collegiate
manner, encouraging open and constructive discussion and
debate, while also ensuring that appropriate and regular
challenge is brought and evaluation conducted. This approach
aims to enhance service levels and strengthen relationships with
the Company’s providers, with a view to ensuring the interests
of the Company’s shareholders are best served by keeping cost
levels proportionate and competitive, and by maintaining the
highest standards of business conduct.
Portfolio
companies
As all of the Company’s operations are
conducted by third party professional
providers, it is the companies held in its
investment portfolio which have the primary
real‑world impact in terms of social and
environmental change, both positively
and negatively, as well as generating,
through their commercial success, the
investment growth sought by the Company’s
shareholders. The investee companies
have an interest in understanding their
shareholders’ investment rationale in
order to assure themselves that long‑term
business strategies will be supported.
The Board is cognisant of the need to consider the impact of
the Company’s investment strategy and policy on wider society
and the environment. The Board considers that its oversight
of environmental, social and governance (‘ESG’) matters is
an important part of its responsibility to all stakeholders. The
Board’s review of the Managers includes an assessment of
their ESG approach and its application in making investment
decisions. The Board regularly reviews Governance Engagement
reports, which document the Managers’ interactions with
investee companies on ESG matters (see pages 37 to 40).
Brokers The Company’s brokers provide an interface
between the Company’s Board and its
institutional shareholders.
The Company’s brokers regularly attend Board meetings, and
provide reports to those meetings, in order to keep the Board
apprised of shareholder and wider market sentiment regarding
the Company. They also arrange forums for shareholders to
meet the Chair, or other Directors, outwith the normal general
meeting cycle.
Registrars The Company’s registrars provide an
interface with those shareholders who hold
the Company’s shares directly.
The Company Secretaries liaise with the registrars to ensure the
frequency and accuracy of communications to shareholders is
appropriate, and monitor shareholder correspondence to ensure
that the level of service provided by the registrars is acceptable.
The Manager’s risk function reviews the registrars’ internal
controls report and reports on the outcome of this review to the
Audit and Management Engagement Committee.
Strategic report
Annual Report and Financial Statements 2024
54
Stakeholder Why we engage How we engage and what we do
Auditor The Company’s Auditor has a responsibility
to provide an opinion on whether the
fi
are free from material misstatement, as set
out in more detail in the Auditor’s Report to
the Members on pages 83 to 89.
The Company’s Auditor meets with the Audit and Management
Engagement Committee, in the absence of the Managers where
deemed necessary, and the Managers undertake to provide
all information requested by the Auditor in connection with
the Company’s annual audit promptly and to ensure that it is
complete and accurate in all respects.
Depositary and
Custodian
The Depositary and Custodian are
responsible for the safekeeping of the
fi
62.
The Depositary, the Board and Managers seek to engage with
the Depositary and Custodian in a collaborative and collegiate
manner, encouraging open and constructive discussion and
debate, while also ensuring that appropriate and regular
challenge is brought and evaluation conducted. This approach
aims to enhance service levels and strengthen relationships with
the Company’s providers, with a view to ensuring the interests
of the Company’s shareholders are best served by keeping cost
levels proportionate and competitive, and by maintaining the
highest standards of business conduct.
Lenders Lenders such as holders of debt instruments
(debentures, bonds and private placement
fi
or revolving credit facilities provide the
Company’s gearing and have an interest in
fi
viability.
The Company’s legal advisers review all legal agreements in
connection with the Company’s debt arrangements and advise
the Board on the appropriateness of the terms and covenants
therein. The Managers and Secretaries ensure that the
frequency and accuracy of reporting on, for example, covenant
fi
lenders receives a prompt response.
AIC/industry peers The Association of Investment Companies
(‘AIC’) and the Company’s investment
trust industry peers have an interest in the
Company’s conduct and performance, as
adverse market sentiment towards one
investment trust can affect attitudes towards
the wider industry.
The Company is a member of the AIC, and the Directors and/
or the Managers and Secretaries (as appropriate) participate in
technical reviews, requests for feedback on proposed legislation
or regulatory developments, corporate governance discussions
and/or training.
Investment
platforms
Investment platforms provide an interface
with shareholders who invest in the
Company indirectly.
The Managers liaise with the various investment platforms on
strategies for improving communications with the Company’s
shareholders who hold their shares via these platforms. An
annual timetable of key dates is published on the Company’s
website, for the ease of reference of such shareholders.
Wider society and
the environment
No entity, corporate or otherwise, can
fl
society in which it operates or utilising the
planet’s resources. Through its third‑party
relationships, as noted above, the Company
fl
circumstances where that is not possible,
The Board and Managers’ interactions with the various
stakeholders as noted above form the principal forms of
direct engagement with wider society and in respect of the
fi
health and resources).
55
Edinburgh Worldwide Investment Trust plc
Employees, human rights and community
issues
The Board recognises the requirement to provide
information about employees, human rights
and community issues. As the Company has no
employees, all its Directors are non‑executive
and all its functions are outsourced, there are no
disclosures to be made in respect of employees,
human rights and community issues.
Gender representation
At 31 October 2024, the Board comprises six
Directors, two male and four female. The Board’s
policy on diversity is set out on page 69.
Environmental, social and governance policy
Details of the Company’s policy on socially responsible
investment can be found under Corporate Governance
72 with more details of the
.
The Company considers that it does not fall within
the scope of the Modern Slavery Act 2015 and it
is not, therefore, obliged to make a slavery and
fi
Company considers its supply chains to be of
low risk as its suppliers are typically professional
Act has been published on the Managers’ website at
bailliegifford.com.
Climate change
The Board recognises that climate change poses
to economies and companies around the globe.
Addressing the underlying causes is likely to result
greater societal and regulatory scrutiny and higher
costs to account for the true environmental impact
Baillie Gifford’s Task Force on
Climate‑Related Financial Disclosures (‘TCFD’)
Climate Report is available on the Managers’ website
at bailliegifford.comfi
TCFD climate report is also available on the
Company’s website at edinburghworldwide.co.uk and
is a means by which the portfolio’s carbon footprint
and exposure to climate risk are measured and
reported. Companies disclosing their emissions and
communicating emissions plans will be a helpful place
from which to begin more useful discussions with
management teams, industry experts and regulators.
Although this can direct our efforts, the Managers
believe that carbon footprint metrics in isolation are
unhelpful and must be considered in the relevant
fi
long term growth opportunities typically involves
investment in entrepreneurial, disruptive and
technology‑driven businesses. These companies are
often capital‑light with a low carbon footprint. More
information on climate change is available on the
Company’s website at edinburghworldwide.co.uk.
The Managers utilise data sourced from a third party
provider (MSCI via the Factset platform) to map the
carbon footprint of Edinburgh Worldwide’s portfolio
which is estimated to be 90.9% lower than the
Company’s comparative index (S&P Global Small
Cap Index) and is based on the 69.9% of the value
of the Company’s portfolio which reports on carbon
emissions and other carbon related characteristics.
The Managers, Baillie Gifford & Co, are signatories
to the United Nations Principles for Responsible
Investment and the Carbon Disclosure Project
and are also members of the Asian Corporate
Governance Association and International Corporate
Governance Network.
Future developments of the Company
The outlook for the Company for the next 12 months
is set out in the Chair’s statement on page 08 and
the Managers’ review on page.
The Strategic report which includes pages 05 to 55
was approved by the Board of Directors and signed
on its behalf on 17 January 2025.
Jonathan Simpson‑Dent
Chair
Governance
report
This Governance report, which includes
pages 57 to 81 outlines the Board’s
approach to the governance of your
Company. We believe that good governance
builds better outcomes and we are
committed to high standards of corporate
governance and transparency.
57
Edinburgh Worldwide Investment Trust plc
Directors’ biographies
Directors
Jonathan
Simpson-Dent
Chair
Date of appointment
2020
Jonathan Simpson‑Dent is an experienced board
director who has spent the majority of his career
running entrepreneurial private equity and listed
mid‑cap international growth businesses.
fi
ventures with a strong focus on valuation and expertise
in risk management frameworks are valuable to the
Board when assessing, monitoring and valuing the
Company’s private company investments
Jonathan has been instrumental in developing the
comprehensive action plan to improve execution since
taking on the Chair role on 5 March 2024. In addition, his
board and chair experience has helped to ensure that the
Trust has the highest corporate governance standards.
Jonathan currently chairs three private equity
portfolio companies: Danx Carousel Group, Andwis
Group and Easby Group. He previously worked at
PricewaterhouseCoopers LLP, McKinsey & Company
and PepsiCo. He is a Fellow of the Institute of
Chartered Accountants.
Jane McCracken
Senior Independent
Director
Date of appointment
2022
Jane McCracken was appointed Senior Independent
Director on 5 March 2024. She has spent her career
working with high growth technology businesses based
in her native USA, along with the UK, as an entrepreneur,
equity investor, board member and advisor, specialising
in scaling up venture‑backed and public technology
companies. This includes her CFO role of London‑listed
fi
Jane possesses deep expertise and experience in the
technology sector and has a wide network of industry
contacts assisting the Board in making informed decisions
in the technology sector.
Jane served as a member of the Research Faculty and
Entrepreneur‑in‑Residence at the Georgia Institute of
Technology in Atlanta, USA, for eight years where she
worked with a variety of deep tech startups as well as
fi
e‑commerce.
Jane is currently serving as a Non‑Executive Director
of Radyus Research LLC and Tern Plc, and is the Chief
fi
Governance report
Annual Report and Financial Statements 2024
58
Caroline Roxburgh
Audit and
Management
Engagement
Committee Chair
Date of appointment
2020
Caroline Roxburgh was appointed Chair of the Audit and
Management Engagement Committee on 2 February
2022. She is a Chartered Accountant and was a partner
at PricewaterhouseCoopers LLP until 2016. Caroline has
extensive experience working with investment trusts and
has spent seven years as Chair of the Audit Committee
of Montanaro European Smaller Companies Trust Plc and
four years as its Senior Independent Director.
Caroline’s background as a senior board advisor,
Assurance Partner, and Chartered Accountant brings
fi
and risk management to the Board. This enables her
to effectively assess the Company’s viability, lead
discussions on the risk management framework and risk
appetite, contribute to the development of the Company’s
strategy and chair the Company’s Audit and Management
Engagement Committee.
She is also Non‑Executive Director and Chair of the
Audit and Risk committee of Edinburgh International
Festival Society, Vice Chair at the Royal Conservatoire of
Scotland, and until August 2024, was a Board Member
and Chair of the Audit & Risk Commitee of VisitScotland,
an appointment which she held for eight years.
Helen James
Director
Date of appointment
2010
Helen James is an experienced investment and
communications professional and was previously
fi
CEO of Investis Digital, a leading digital corporate
communications company, and a Non‑Executive Director
of The Mercantile Investment Trust. Helen was formerly
the Senior Independent Director of the Edinburgh
Worldwide Board from 2019 to 2024.
Helen provides the Board with extensive boardroom,
investor and corporate communications experience which
supports effective shareholder management, investor
relations and board effectiveness.
Helen also recently served as a Special Advisor to the
Foreign Secretary providing a unique insight into the
global issues impacting companies around the world. Prior
to Investis, Helen was Head of Pan‑European Equity Sales
at Paribas, having started her career at HSBC James
Capel as an investment analyst.
Helen is due to leave the Board following the 2025 AGM.
59
Edinburgh Worldwide Investment Trust plc
Mary Gunn
Director
Date of appointment
1 March 2023
Mary Gunn has over 30 years of public and private
governance experience in high growth life science,
fi
UK and her native USA. Mary is also CEO of George
Clinical, Independent Director of Burst Diagnostics
and sits on The University of Edinburgh’s Business
Committee and International Standing Committee.
Mary possesses a deep pharmaceutical expertise
and a wide industry network, with her insight
assisting the Board in making informed decisions
within the life sciences sector.
Mary’s professional experience includes C‑level
executive roles at various life science companies,
fi
Health Decisions, as well as acting in an advisory
capacity for private equity transactions.
Mungo Wilson is Professor of Financial Economics at
Saïd Business School, University of Oxford and a
former solicitor. Mungo is an expert on asset pricing,
credit ratings and mutual funds which is invaluable
when conducting rigorous investment analysis and
investment performance evaluations of the Company.
Mungo has extensive experience working with
investment companies and is Non‑Executive Director
of Neo Risk Reap Asia Equity Fund Limited,
Embedded Insurance Inc., and Carbon Insurance Inc.
He is also an Associate Member of the Oxford Man
Institute of Quantitative Finance.
Mungo Wilson
Director
Date of appointment
2016
All Directors are members of the Audit and Management Engagement
Committee and the Nomination Committee.
Governance report
Annual Report and Financial Statements 2024
60
Board of Directors
Comprises independent
non-executive directors
Chair: Jonathan Simpson-Dent
Senior Independent Director:
Jane McCracken
Audit and Management
Engagement Committee
Chair: Caroline Roxburgh
Purpose:
To provide oversight of:
• fi;
• the audit process;
• the Company’s system of internal controls;
• compliance with laws and regulations;
• ensuring that the Manager remains suitable to
manage the portfolio;
• the management contract is competitive and
reasonable for shareholders; and,
• the Company maintains appropriate administrative
Nomination
Committee
Chair: Jonathan Simpson‑Dent
Purpose:
To oversee:
• Board recruitment;
• succession planning; and
• Board appraisals including identifying training needs.
Third‑party service providers appointed
by the Board
Alternative Investment Fund Manager and Company Secretary:
Baillie Gifford & Co Limited
(wholly owned subsidiary of Baillie Gifford & Co)
Dealing activity and transaction reporting:
Baillie Gifford Overseas Limited and
Baillie Gifford Asia (Hong Kong) Limited
Ernst & Young LLP
Auditor
The Bank of
New York Mellon
(International) Limited
Depositary
Computershare
Investor Services
PLC
Registrar
Deutsche Numis
Company Broker
61
Edinburgh Worldwide Investment Trust plc
The Directors present their
report together with the Financial
Statements of the Company for
the year to 31 October 2024.
Directors’ report
Corporate governance
The Corporate governance report is set out on pages
57 to 81 and forms part of this report.
Managers and Company Secretaries
Baillie Gifford is one of the largest investment trust
managers in the UK and currently manages twelve
investment trusts. Baillie Gifford also manages a listed
investment company and open ended investment
clients, both in the UK and overseas. Funds under the
£224.8165. Based in Edinburgh,
it is one of the leading privately owned investment
fi62 partners and a
staff of around 1,643.
Baillie Gifford & Co Limited, a wholly owned subsidiary
of Baillie Gifford & Co, has been appointed as the
Company’s Alternative Investment Fund Manager
(‘AIFM’) and Company Secretaries. Baillie Gifford & Co
Limited has delegated portfolio management services
to Baillie Gifford & Co. Dealing activity and transaction
reporting have been further sub‑delegated to Baillie
Gifford Overseas Limited and Baillie Gifford Asia
Baillie Gifford & Co is an investment management
fifi
investment management since 1908. Baillie Gifford
& Co Limited and Baillie Gifford & Co are both
authorised and regulated by the Financial Conduct
Authority.
Governance report
Annual Report and Financial Statements 2024
62
The Investment Management Agreement between
the AIFM and the Company sets out the matters over
which the Managers have authority in accordance
with the policies and directions of, and subject to
restrictions imposed by, the Board. The Investment
Management Agreement is terminable on not less
than three months’ notice. Compensation fees would
only be payable in respect of the notice period if
termination by the Company were to occur within a
shorter notice period.
fi
of net assets and 0.55% on the remaining net
assets. Management fees are calculated and payable
quarterly. The Board is of the view that calculating the
fee with reference to performance would be unlikely to
fl A reduction
in the management fee for the year to 31 October
2024 was agreed representing a 25% reduction to
the fee for the quarters 31 July 2024 and 31 October
2024. This reduction was agreed further to the costs
incurred by the Company in relation to the detailed
07).
The Board considers the Company’s investment
management and secretarial arrangements on a
continuing basis and a formal review is conducted by
the Audit and Management Engagement Committee
annually. The Committee considered the following
topics amongst others in its review:
turnover;
Secretaries;
Following the most recent review the Audit and
Management Engagement Committee concluded
that the continuing appointment of Baillie Gifford
of the investment management services to Baillie
Gifford & Co and the further sub‑delegation of
dealing activity and transaction reporting to Baillie
Gifford Overseas Limited and Baillie Gifford Asia
(Hong Kong) Limited, on the terms agreed, is in the
interests of the Company and the shareholders as a
whole. The Board review of strategy, execution and
performance reached the same conclusion.
Depositary
In accordance with the Alternative Investment
Fund Managers Directive, the AIFM must appoint a
Depositary to the Company. The Bank of New York
Mellon (International) Limited has been appointed
The Depositary’s responsibilities include cash
fi
instruments, verifying ownership and maintaining
a record of other assets and monitoring the
Company’s compliance with investment limits and
leverage requirements. The custody function is
also undertaken by The Bank of New York Mellon
(International) Limited (the ‘Custodian’).
Directors
Information about the Directors including their
relevant experience can be found on pages 57 to 59.
All of the Directors are retiring at the Annual General
Meeting and, with the exception of Helen James
who will be standing down from the Board at the
conclusion of the Annual General Meeting, all other
Directors are offering themselves for re‑election.
concluded that the performance of each of the
Directors continues to be effective and that
they remain committed to the Company. Their
contribution to the Board is greatly valued and the
Board recommends their re‑election to shareholders.
Directors’ indemnity and insurance
The Company has entered into qualifying third party
deeds of indemnity in favour of each of its Directors.
The deeds, which were in force during the year to
31 October 2024 and up to the date of approval of
this Report, cover any liabilities that may arise to a
third party, other than the Company, for negligence,
default or breach of trust or duty. The Directors are not
fi
fi
in connection with criminal proceedings in which the
Director is convicted or civil proceedings brought by the
Company in which judgement is given against him/her.
In addition, the indemnity does not apply to any liability
to the extent that it is recovered from another person.
fi
liability insurance.
63
Edinburgh Worldwide Investment Trust plc
Conflicts of interest
fl
interest to the Nomination Committee on an annual
basis. The Committee considers these carefully, taking
into account the circumstances surrounding them and
makes a recommendation to the Board on whether or
fl
fl
there were no situations which gave rise to a direct
fl
with the interests of the Company.
Dividends
The Company’s objective is that of generating
capital growth. Consequently, the Managers do not
invest in companies based on the level of income
they may payout as dividends.
As highlighted previously, the Board does not intend
to draw on the Company’s revenue reserve to pay or
maintain dividends. This year the net revenue return
fi2,604,000. There is no requirement
under section 1158 of the Corporation Tax Act 2010
to pay a dividend as the net revenue return is below
the level which would trigger the requirement to pay
a dividend hence the Board is recommending that no
fi
income increase in future years, the Board will seek
to distribute the minimum permissible to maintain
fi
Share capital
Capital structure
The Company’s capital structure (excluding
treasury shares) as at 31 October 2024 consists of
372,426,908 ordinary shares of 1p each (2023 –
387,094,641
on page 103. There are no restrictions concerning
the holding or transfer of the Company’s ordinary
shares and there are no special rights attached to
any of the shares.
fi
2019, each ordinary share of 5p was replaced with
fi
Dividends
The ordinary shares carry a right to receive
dividends. Interim dividends are determined by the
fi
subject to shareholder approval.
Capital entitlement
On a winding up, after meeting the liabilities of the
Company, the surplus assets will be paid to ordinary
shareholders in proportion to their shareholdings.
Voting
Each ordinary shareholder present in person or by
proxy is entitled to one vote on a show of hands and,
on a poll, to one vote for every share held.
Major interests disclosed in the Company’s shares
Name
Ordinary 1p
shares held
at 31 October
2024
% of
issue
Saba Capital Management L.P. (indirect) 63,689,682 16.9
Saba Capital Management L.P. (direct) 626,524 0.1
In the period from October 2024 to 16 January
2025fi
Capital Management L.P. held 88,405,913 shares
(28,486,684 direct and 59,919,229 indirect) (23.7%
of shares in issue as at 16 January 2025).
Analysis of shareholders at 31 October
2024
Number of
shares held
2024
%
2023
Number of
shares held
2023
%
Institutions 33,495,751 9.0 34,365,190 8.9
Intermediaries 260,308,929 69.9 294,104,419 76.0
Individuals 13,066,926 3.5 14,434,384 3.7
Marketmakers 65,555,302 1 7. 6 44,190,648 11.4
372,426,908 100.0 387,094,641 100.0
Issuance of shares
At the last Annual General Meeting (‘AGM’), the
Directors were granted Shareholders’ approval
for a general authority to issue shares, up to
£1,270,941.24, being approximately 33% of the
nominal value of the Company’s issued ordinary
share capital as at 23 January 2024, and also
an authority to issue shares or sell shares held in
treasury for cash on a non pre‑emptive basis, up
to £385,133.71, representing approximately 10%
of the nominal value of the issued share capital of
fi
offering such shares to existing Shareholders pro‑
rata to their existing holdings).
Governance report
Annual Report and Financial Statements 2024
64
During the year to 31 October 2024 no shares were
issued by the Company.
Resolution 10 in the Notice of AGM which
can be found in the Circular available on the
Company’s page of the Managers’ website at
edinburghworldwide.co.uk seeks a general authority
for the Directors to issue ordinary shares up to
an aggregate nominal amount of 1,228,906.50.
This amount represents approximately 33% of
the Company’s total ordinary share capital in issue
at 16 January 2025, being the latest practicable
date prior to the publication of this document, and
meets institutional guidelines. No issue of ordinary
shares will be made pursuant to the authorisation
in Resolution 10 which would effectively alter the
control of the Company without the prior approval of
shareholders in general meeting.
Resolution 11, which is being proposed as a special
resolution, seeks to renew the Directors’ authority
to allot equity securities, or sell treasury shares, for
cash without having to offer such shares to existing
Shareholders pro‑rata to their existing holdings,
up to a total nominal amount of £372,395.91,
representing approximately 10% of the Company’s
total issued ordinary share capital as at 16 January
2025, being the latest practicable date prior to
publication of the Circular.
The Directors consider that the authorities proposed
to be granted by Resolutions 10 and 11 continue
to be advantageous when the Company’s shares
trade at a premium to net asset value and the level
of natural liquidity in the market is unable to meet
demand. The Directors do not intend to use this
authority to sell or issue ordinary shares on a non
pre‑emptive basis at a discount to net asset value.
Tfl
fi
The authorities sought in Resolutions 10 and 11 will
continue until the conclusion of the Annual General
Meeting to be held in 2026 or on the expiry of 15
months from the passing of the resolutions, if earlier,
such authorities will only be used to issue shares or
sell shares from treasury at a premium to net asset
value and only when the Directors believe that it
would be in the best interests of the Company to
The Directors believe that the ability to buy‑back
shares at a discount and re‑sell them or issue new
shares at a premium are useful tools in smoothing
supply and demand. 33,357,787 shares were held in
treasury as at 16 January 2025.
Market purchases of shares by the Company
At the last Annual General Meeting the Company
was granted authority to purchase up to 57,731,542
ordinary shares (equivalent to 14.99% of its issued
share capital). This authority expires at the Annual
General Meeting. 14,667,733 shares were bought
back during the year under review and 33,326,787
shares are held in treasury at 31 October 2024.
Between 1 November 2024 and 16 January 2025 a
further 31,000 shares were bought back.
The principal reasons for share buybacks are:
• to enhance net asset value for continuing
shareholders by purchasing shares at a discount
to the prevailing net asset value; and
• to address any imbalance between the supply of
and the demand for the Company’s shares that
results in a discount of the quoted market price to
the published net asset value per share.
The Company may hold bought back shares in
treasury and then:
• sell such shares (or any of them) for cash (or its
equivalent under the Companies Act 2006); or
• cancel the shares (or any of them).
Shares will only be re‑sold from treasury at a
premium to net asset value per ordinary share.
Treasury shares do not receive distributions and the
Company is not entitled to exercise voting rights
attaching to them.
The Directors are seeking shareholders’ approval
at the Annual General Meeting to renew the
authority to purchase up to 55,822,146 ordinary
shares in issue (excluding treasury shares) as at
January 2025, being the latest practicable date
prior to the publication of the Circular available
on the Company’s page of the Managers’ website
at edinburghworldwide.co.uk (or, if less, the
number representing approximately 14.99% of
the Company’s issued share capital) at the date of
passing of the resolution, such authority to expire at
the Annual General Meeting of the Company to be
held in 2026.
In accordance with the UK Listing Rules, the
maximum price (excluding expenses) that may
be paid on the exercise of the authority must not
• 5% above the average closing price on the
London Stock Exchange of an ordinary share over
fi
date of purchase; and
65
Edinburgh Worldwide Investment Trust plc
• an amount equal to the higher of the price of
the last independent trade of an ordinary share
and the highest current independent bid for an
ordinary share on the trading venue where the
purchase is carried out.
The minimum price (exclusive of expenses) that may
be paid will be the nominal value of an ordinary share.
Purchases of shares will be made within guidelines
established, from time to time, by the Board. Your
attention is drawn to Resolution 12 in the Notice of
Annual General Meeting which can be found in the
Circular available on the Company’s page of the
Managers’ website at edinburghworldwide.co.uk.
The Board will continue to operate its share buy‑
back programme under its available authorities.
While being mindful of the interests of longer‑term
ongoing shareholders as well as market liquidity and
sentiment, the Company may make purchases under
this programme at a discount to NAV for shareholders
seeking enhanced liquidity. Whilst not determining or
prohibiting factors, the Board is also mindful of and
continuously monitors the level of private company
exposure and invested gearing.
Recommendation
The Directors consider each resolution being
proposed at the Annual General Meeting to be in the
best interests of the Company and its Shareholders
as a whole and they unanimously recommend that all
Shareholders vote in favour of them, as they intend
fi
General Meeting (held 18 December 2024)
A General Meeting was held on 18 December 2024
where shareholders approved resolutions to amend
the Company’s Objective and Policy and approved
a reduction in the Share Premium Account subject
to Court approval. Further details can be found on
42.
Financial instruments
fi
its investment portfolio, cash balances, bank
borrowings and debtors and creditors that arise
directly from its operations such as sales and
purchases awaiting settlement and accrued income.
fi
fi
Articles of Association
The Company’s Articles of Association may only be
amended by special resolution at a general meeting
of shareholders.
Disclosure of information to Auditor
fi
the Directors is aware there is no relevant audit
information of which the Company’s Auditor is
unaware and the Directors have taken all the steps
to make themselves aware of any relevant audit
information and to establish that the Company’s
Auditor is aware of that information.
Independent Auditor
The Auditor, Ernst & Young LLP, is willing to
fi
489 and section 491(1) of the Companies Act
2006, resolutions concerning Ernst & Young LLP’s
reappointment and remuneration will be submitted
to the Annual General Meeting.
Post Balance Sheet events
Subsequent to the year end, on 20 November 2024,
the Company announced that it had completed a
detailed review of its strategy, shareholder returns
and recent performance resulting in a comprehensive
action plan to improve execution and a commitment
to return up to £130 million to shareholders. Following
the announcement,
18 December 2024 where changes to the Investment
Objective and Policy were approved by shareholders
(see Business Review page 42). Shareholders also
approved a resolution to, subject to Court approval,
reduce the Share Premium Account to increase the
Company’s distributable reserves to give the Board
additional headroom to continue the active capital
return programme and any future distributions (see
Chair’s Statement on page 08 and Business Review
on page42).
As at 3 January 2025, a valid requisition to hold a
General Meeting fi
minority shareholder, further details of which can
be found in the Chair’s statement on pages 5, 8
and 9 and in the Circular which can be found at
edinburghworldwide.co.uk.
Governance report
Annual Report and Financial Statements 2024
66
fiother
post Balance Sheet events which require adjustment
of, or disclosure in, the Financial Statements or
notes thereto up to January 2025.
Annual General Meeting and Requisitioned
General Meeting (to be held on 14February
2025)
The details of the next Annual General Meeting (‘AGM’)
and Requisitioned General Meeting (‘GM’) (to be
held on 14
resolutions and information on the deadlines for proxy
appointments, can be found in the Circular on page
or on the Company’s page of the Manager’s website
at edinburghworldwide.co.uk. Shareholders who hold
shares in their own name on the main register will
be provided with Forms of Proxy. If you hold shares
through a share platform or other nominee, the Board
would encourage you to contact these organisations
directly as soon as possible to arrange for you to vote at
the AGM and GM. Further details on how to vote your
117.
Greenhouse Gas Emissions and Streamlined
Energy and Carbon Report (‘SECR’)
All of the Company’s activities are outsourced to third
parties. The Company therefore has no greenhouse
gas emissions to report from its operations, nor does it
have responsibility for any other emissions producing
sources under the Companies Act 2006 (Strategic
report and Directors’ reports) Regulations 2013. For
the same reasons as set out above, the Company is a
low energy user under the SECR regulations and has
no energy and carbon information to disclose.
Bribery Act
The Company has a zero tolerance policy towards
bribery and is committed to carrying out business
fairly, honestly and openly. The Managers also adopt
a zero tolerance approach and have policies and
procedures in place to prevent bribery.
Criminal Finances Act 2017
The Company has a commitment to zero tolerance
towards the criminal facilitation of tax evasion.
On behalf of the Board
Jonathan Simpson‑Dent
Chair
17 January 2025
67
Edinburgh Worldwide Investment Trust plc
Compliance
The Financial Reporting Council (‘FRC’) has
fi
report against the AIC Code will be meeting their
obligations in relation to the UK Code.
fi
throughout the year under review with the relevant
provisions of the Code and the recommendations of
the AIC Code with the exception that the Company
does not have a separate internal audit function
as explained on page 74. Given that the Company
is an externally managed investment trust, the
Board considers the provisions relating to the role
of the chief executive and executive directors’
remuneration are not relevant.
The Board
The Board has overall responsibility for the Company’s
affairs. It has a number of matters reserved for
its approval including strategy, investment policy,
currency hedging, borrowings, gearing, treasury
matters, dividend and corporate governance policy. A
separate strategy session is held annually. The Board
also reviews the Financial Statements, investment
transactions, revenue budgets and performance of the
Company. Full and timely information is provided to the
Board to enable it to function effectively and to allow
Directors to discharge their responsibilities.
The Board comprises six Directors as at
4 all of whom are non‑executive.
The Chair, Jonathan Simpson‑Dent, is responsible
for organising the business of the Board, ensuring its
effectiveness and setting its agenda.
The executive responsibilities for investment
management have been delegated to the Company’s
Alternative Investment Fund Manager (‘AIFM’),
fiJane McCracken
Corporate
governance report
The Board is committed to
achieving and demonstrating
high standards of corporate
governance. This statement
outlines how the principles
of the2018 UK Corporate
Governance Code (the ‘Code’)
which can be found at frc.org.uk,
and the relevant principles of
the Association of Investment
Companies (‘AIC Code’) Code of
Corporate Governance issued in
2019 were applied throughout
the financial year. The AIC Code
provides a framework of best
practice for investment companies
and can be found at theaic.co.uk.
Governance report
Annual Report and Financial Statements 2024
68
The Directors believe that the Board has a balance
of skills and experience which enable it to provide
effective strategic leadership and proper governance
of the Company. Information about the Directors,
including their relevant experience, can be found on
pages 57 to 59.
There is an agreed procedure for Directors to seek
independent professional advice if necessary at the
Company’s expense. No such advice was sought
by any individual Director in the year to 31 October
2024 or 31 October 2023.
Appointments to the Board
The terms and conditions of Directors’ appointments
are set out in formal letters of appointment which are
available for inspection on request.
Under the provisions of the Company’s Articles of
Association, a Director appointed during the year is
required to seek election by shareholders at the next
Annual General Meeting, unless appointed after the
notice for the AGM has been sent. In accordance
with the principles of the AIC Code all Directors will
offer themselves for re‑election annually.
The reasons why the Board supports the re‑elections
are set out on page 62.
Helen James will not stand for re‑election at the
Directors are not entitled to any termination
payments in relation to their appointment.
Chair and Directors’ tenure
The Nomination Committee has considered the
question of tenure for Directors and has concluded
that there should not be a set maximum time
limit for a Director or Chair to serve on the Board.
The Nomination Committee keeps under review
the balance of skills, knowledge, experience,
performance and length of service of the Directors
ensuring the Board has the appropriate combination
of skills and Company knowledge and experience.
This is balanced against the appointment of new
Directors having fresh ideas and perspective.
Independence of Directors
All of the Directors are considered by the Board to
be independent of the Managers and free of any
business or other relationship which could interfere
with the exercise of their independent judgement.
The Directors recognise the importance of
succession planning for company boards and review
the Board composition annually. The Board is of
the view that length of service will not necessarily
compromise the independence or contribution of
Directors of an investment trust company, where
fi
Board. The Board concurs with the view expressed
in the AIC Code that long serving Directors
should not be prevented from being considered
independent.
Meetings
There is an annual cycle of Board meetings which
is designed to address, in a systematic way, overall
strategy, review of investment policy, investment
performance, marketing, revenue budgets, dividend
policy and communication with shareholders. The
fi
to discharge its duties effectively. The following
table shows the attendance record for the Board and
Committee Meetings held during the year, excluding
ancillary and sub‑committee meetings. The Annual
General Meeting was attended by all the Directors in
fi5 March 2024.
Directors’ attendance at meetings
Board
Audit and
Management
Engagement
Committee
Nomination
Committee
Number of meetings 4 4 1
Jonathan Simpson‑Dent 4 4 1
Mary Gunn 4 4 1
Helen James 4 4 1
Jane McCracken
4 4 1
Caroline Roxburgh 4 4 1
Mungo Wilson 4 4 1
In addition to the formal Board meetings noted
above, regular meetings were held during the year
further to the detailed review of the Company’s
strategy, execution and performance. The Board
is not seeking any additional remuneration for
69
Edinburgh Worldwide Investment Trust plc
Nomination Committee
The Nomination Committee consists of the whole
Board and the Chair of the Board is Chair of the
Committee except when the Committee is dealing
with the matter of succession to the Chairpersonship
of the Company. The Committee meets on an annual
basis and at such other times as may be required.
The Committee has written terms of reference
which include reviewing the composition of the
Board, identifying and nominating new candidates
for appointment to the Board, Board appraisal,
succession planning and training. The Committee
also considers whether Directors should be
recommended for re‑election by shareholders. The
Committee is responsible for considering Directors’
fl
recommendations to the Board on whether or not
fl
The Committee’s terms of reference are available
page on the Managers’ website:
edinburghworldwide.co.uk.
Board diversity
fi
and the Company’s policy on diversity is referred
to in the Strategic report. The Board’s priority
in appointing new Directors to the Board is to
identify candidates with the best range of skills
and experience to complement existing Directors.
The Board will not display any bias for age, gender,
race, sexual orientation, religion, ethnic or national
origins or disability in considering the appointment
of its Directors. However, it is the Board’s policy
to ensure that all appointments are made on the
fi
each appointment. Accordingly the Board does not
consider it appropriate to set diversity targets.
Board composition
fi
the importance of having a range of skilled and
fi
length of service and knowledge of the Company with
the desirability of ensuring regular refreshment of the
Board. The Board reviews its composition annually.
The Nomination Committee commissioned a search
fi
using the services of Cornforth Consulting Limited, an
fi
with the Company or its Directors.
The following disclosures are provided in respect
of the FCA Listing Rules targets that: i) 40% of a
board should be women; ii) at least one senior role
should be held by a woman; and iii) at least one
board member should be from a non‑white ethnic
fifi
Statistics criteria.
As an externally managed investment company
fifi
fi
guidance are Chair and Senior Independent Director.
The Board also considers the Audit Committee Chair
to represent a senior role within this context and this
role is performed by a woman.
The Board currently complies in all respects with the
FCA Listing Rules targets.
Gender Number %
Senior
roles
Men 2 33 1
Women 4 67 2
Ethnic background Number %
Senior
roles
White 5 83 3
Asian/Asian British 1 17 –
Performance evaluation
During the year, the Board appointed Lintstock
fi
design and execution of board evaluations, to
facilitate the performance evaluation of the Chair
and each Director, the Board as a whole and its
Committees, undertaken in accordance with the
FTSE 350 companies to have Board evaluations
externally facilitated every three years. Lintstock
is an independent company with no relationships
with the Company or its Directors. Lintstock
provided questionnaires which were tailored to the
fi
addressed, amongst other issues:
• Board and Committee composition, dynamics and
expertise;
• quality of Board documentation, administration
and third party relationships; and,
• investment strategy, performance and priorities
Governance report
Annual Report and Financial Statements 2024
70
Each Director and the Chair completed the
questionnaires and the Chair discussed feedback
with each Director. The results were considered by
the Nomination Committee. Lintstock reviewed the
output from the evaluation process and judged the
Company’s Board, Committees and Directors to be
operating effectively. Following this process it was
concluded that the performance of each Director, the
Chair, the Board and its Committees continues to be
effective and that each Director and the Chair remain
committed to the Company. For its appraisal during
2021, the Board secured the services of Lintstock
Limited. External facilitation will next be considered
for Board evaluations in 2027.
A review of the Chair’s and other Directors’
commitments was carried out and the Nomination
fi
fi
fi
commitments during the year.
Induction and training
New Directors are provided with an induction
programme which is tailored to the particular
circumstances of the appointee. During the year
fi
were provided to the Board by the Managers and
Secretaries. Directors receive other relevant training
as necessary.
Remuneration
As all the Directors are non‑executive, there is
no requirement for a separate Remuneration
Committee. Directors’ fees are considered by the
Board as a whole within the limits approved by
shareholders. The Company’s policy on remuneration
is set out in the Directors’ remuneration report on
page 76.
Audit and Management Engagement
Committee
The report of the Audit and Management
Engagement Committee is set out on pages 73
75.
Internal controls and risk management
The Directors acknowledge their responsibility
for the Company’s risk management and
internal controls systems and for reviewing their
effectiveness. The systems are designed to manage
rather than eliminate the risk of failure to achieve
business objectives and can only provide reasonable
but not absolute assurance against material
misstatement or loss.
fi
process for identifying, evaluating and managing
fi
accordance with the FRC guidance ‘Guidance on
Risk Management, Internal Control and Related
Financial and Business Reporting’.
The practical measures in relation to the design,
implementation and maintenance of control policies
and procedures to safeguard the Company’s
assets and to manage its affairs properly, including
the maintenance of effective operational and
compliance controls have been delegated to the
Managers and Secretaries.
The Board oversees the functions delegated to the
Managers and Secretaries and the controls managed
by the AIFM in accordance with the Alternative
Investment Fund Managers Directive (as detailed
below). Baillie Gifford & Co’s Internal Audit and
Compliance Departments and the AIFM’s permanent
risk function provide the Audit and Management
Engagement Committee with regular reports on their
monitoring programmes. The reporting procedures
fi
within a service level agreement. Baillie Gifford & Co
conducts an annual review of its system of internal
controls which is documented within an internal
controls report which complies with ISAE 3402 and
Technical Release AAF 01/06 – Assurance Reports
on Internal Controls of Service Organisations
made available to Third Parties. This report is
independently reviewed by Baillie Gifford & Co’s
Auditor and a copy is submitted to the Audit and
Management Engagement Committee.
A report identifying the material risks faced by
the Company and the key controls employed to
manage these risks is reviewed by the Audit and
Management Engagement Committee.
These procedures ensure that consideration is
facing the Company and that they are being
actively monitored. Where changes in risk have
fi
a mechanism to assess whether further action is
required to manage these risks.
71
Edinburgh Worldwide Investment Trust plc
fi
effectiveness of the Company’s risk management
and internal controls systems which accord with
the FRC guidance ‘Guidance on Risk Management,
Internal Control and Related Financial and Business
Reporting’ and they have procedures in place to
review their effectiveness on a regular basis. No
fifi
under review and up to the date of this report.
fi
fi
year and continue to be in place up to the date of
approval of this report.
To comply with the Alternative Investment Fund
Managers Directive, The Bank of New York Mellon
(International) Limited act as the Company’s
Depositary and Baillie Gifford & Co Limited as
The Depositary’s responsibilities include cash
fi
instruments, verifying ownership and maintaining a
record of other assets and monitoring the Company’s
compliance with investment limits and leverage
requirements. The Depositary is liable for the loss of
fi
will ensure that any delegate segregates the assets
prepares reports on its key controls and safeguards
which are independently reviewed by KPMG LLP.
Risk Department and a summary of the key points is
reported to the Audit and Management Engagement
Committee and any concerns are investigated.
The Depositary provides the Audit and Management
Engagement Committee with a report on its
monitoring activities.
The AIFM has established a permanent risk
management function to ensure that effective risk
management policies and procedures are in place
and to monitor compliance with risk limits. The AIFM
has a risk management policy which covers the risks
associated with the management of the portfolio,
and the adequacy and effectiveness of this policy is
includes the risk management processes and
systems and limits for each risk area.
The risk limits, which are set by the AIFM and
approved by the Board, take into account the
fi
117), are
monitored and the sensitivity of the portfolio to key
risks is undertaken periodically as appropriate to
in the portfolio. Exceptions from limits monitoring
and stress testing undertaken by Baillie Gifford’s
Business Risk Department are escalated to the AIFM
and reported to the Board along with any remedial
measures being taken.
Going concern
In accordance with the Financial Reporting Council’s
guidance on going concern and liquidity risk, the
Directors have undertaken a rigorous review of the
Company’s ability to continue as a going concern.
The Company’s principal risks are market related
risk. An explanation of these risks and how they are
reviewed and managed is set out on pages 45 to 50
and contained in note 17 to the Financial Statements.
The Directors have in particular, considered the
impact of market volatility due to macroeconomic
and geopolitical concerns, but do not believe the
Company’s going concern status is affected.
The Company’s assets, the majority of which are
investments in quoted securities which are readily
fi
borrowings require the prior approval of the Board.
Gearing levels and compliance with borrowing
covenants are reviewed by the Board on a regular
basis. The Company has continued to comply with the
investment trust status requirements of section 1158
of the Corporation Tax Act 2010 and the Investment
Trust (Approved Company) (Tax) Regulations 2011.
The Company’s primary third party suppliers,
including its Managers and secretaries, Custodian
and Depositary, registrar, auditor and broker, are
fifi
affecting their respective services to the Company.
The Directors have also considered the requisition
fi
a general meeting. The notice seeks to remove all of
the existing independent non‑executive Directors and
appoint alternative directors. After consideration of all
available information and taking professional advice,
the Board has carefully considered implications for
the going concern assumption if the resolutions are
passed and notes their stated intention would be
to remove the Investment Manager and change the
Investment Policy. The Directors believe that although
the outcome of the requisition is uncertain, the going
Governance report
Annual Report and Financial Statements 2024
72
concern assumption remains appropriate, since the
portfolio is highly liquid, borrowings can be repaid
in full (when they become due in June and October
2026) and at short notice and they have no reason to
believe that there is an intention or indication to wind
up or cease the Company’s operations.
Accordingly, the Financial Statements have been
prepared on the going concern basis as it is the
Directors’ opinion, having assessed the principal
and emerging risks and other matters set out in
the Viability statement on page 45 which assesses
fi
years, that the Company will continue in operational
existence until 31 January 2026, which is for a
period of at least twelve months from the date of
approval of these Financial Statements.
Relations with shareholders
The Board places great importance on
communication with shareholders. The
Company’s Managers communicate regularly
with shareholders and their representatives and
report shareholders’ views to the Board. The
Chair is available to meet with shareholders as
appropriate. Shareholders wishing to communicate
with any member of the Board may do so by writing
fi
through the Company’s broker Deutsche Numis
125).
The Company’s Annual General Meeting provides
a forum for communication with all shareholders.
The level of proxies lodged for each resolution
is announced at the meeting and is published on
the Company’s page of the Managers’ website
edinburghworldwide.co.uk subsequent to the
meeting. Shareholders and potential investors
at edinburghworldwide.co.uk.
Corporate governance and stewardship
The Company has given discretionary voting powers
to Baillie Gifford & Co. The Managers vote against
resolutions they consider may damage shareholders’
rights or economic interests and report their actions
to the Board.
The Board believes that it is in the shareholders’
interests to consider environmental, social and
governance (‘ESG’) factors, including climate
change, when selecting and retaining investments
and has asked the Managers to take these issues
into account as long as the investment objectives
are not compromised. The Managers do not exclude
companies from their investment universe purely
on the grounds of ESG factors but adopt a positive
engagement approach whereby matters are discussed
with management with the aim of improving the
relevant policies and management systems and
enabling the Managers to consider how ESG factors
could impact long term investment returns. The
Managers’ statement of compliance with the UK
Stewardship Code can be found on the Managers’
website at bailliegifford.com. The Managers’ policy
has been reviewed and endorsed by the Board. Baillie
Gifford & Co, the Managers, has considered the
Sustainable Finance Disclosures Regulation (‘SFDR’)
and further details can be found on page 121.
On behalf of the Board
Jonathan Simpson‑Dent
Chair
17 January 2025
73
Edinburgh Worldwide Investment Trust plc
The Audit and Management
Engagement Committee consists
of all current independent
Directors. With reference to the
guidance from the 2019 AIC
Code of Corporate Governanceit
is considered appropriatefor
Jonathan Simpson-Dent,
the Chair, to be a member of
the Audit and Management
Engagement Committee as he is
a qualified chartered accountant
and as such brings significant
financial experience to the
Committee. The members of
the Committee consider that
they have the requisite financial
skills and experience to fulfil the
responsibilities of the Committee.
Caroline Roxburgh is Chair
oftheCommittee.
Audit and management
engagement committee
report
The Committee’s authority and duties are clearly
fi
which are available on request from the Company
Secretaries and at edinburghworldwide.co.uk.
The Committee’s effectiveness is reviewed on an
annual basis as part of the Board’s performance
evaluation process.
At least once a year the Committee meets with the
external Auditor without any representative of the
Managers being present.
Main activities of the Committee
The Committee met four times during the year, and
the external Auditor, Ernst & Young LLP, attended
the January and June meetings. Baillie Gifford &
Co’s Internal Audit and Compliance Departments
and the AIFM’s permanent risk function provided
reports on their monitoring programmes for the
January and June meetings.
The matters considered, monitored and reviewed
by the Committee during the course of the year
included the following:
Annual and Interim Reports;
• the valuation of private company investments;
the Annual Report and Financial Statements and
provide advice to the Board whether it provided
the information necessary for shareholders to
assess the Company’s performance, business
model and strategy;
control environment;
Governance report
Annual Report and Financial Statements 2024
74
terms of engagement of the external Auditor;
out to tender;
Auditor to supply non‑audit services;
Auditor and the effectiveness of the external audit
process;
audit function;
Managers and Custodian;
Agreement, as described on pages 61 and 62 and
the continuing appointment of the Managers; and
fi
concerns about possible improprieties in matters
fi
Internal audit
The Committee continues to believe that the
compliance and internal controls systems and the
internal audit function in place within the Investment
fi
sound system of internal control, which safeguards
shareholders’ investment and the Company’s assets,
fi
the Company is therefore considered unnecessary.
Financial reporting
fi
issue likely to affect the Financial Statements is
the existence and valuation of investments as they
represent 97.1% of total assets and the accuracy
and completeness of income from investments.
Unlisted investments
The Committee reviewed the Managers’ valuation
approach for investments in private companies (as
described on page 19) and approved the value of all
unlisted investments at 31 October 2024, following
a detailed review of the valuation of each investment
and relevant challenge where appropriate.
fi
fiCustodian
fi
fi
investee companies.
Listed investments
The majority of the investments are in quoted
securities and market prices are readily available
from independent external pricing sources. The
Committee reviewed the Managers’ Report on
Internal Controls which details the controls in place
regarding recording and pricing of investments and
the reconciliation of investment holdings to third
party data.
The Managers agreed the prices of all the listed
investments at 31 October 202
4
to external
price sources and the holdings were agreed to
fi
Other matters
The Committee reviewed the Managers’ Report on
Internal Controls which details the controls in place
regarding completeness and accurate recording of
investment income. The accounting treatment of
each special dividend received or receivable during
the year are reviewed by the Managers as they arise.
The Committee considered the factors, including
continuing
geopolitical tensions, that might affect the
fi
6
, which is at least twelve months from
the date of approval of these Financial Statements,
fl
the liquidity of its investment portfolio, compliance
with debt covenants, availability of borrowing facilities,
and the Company’s ability to meet its obligations
as they fall due. The Committee also reviewed the
Viability
s
tatement on page
45 and statement on
Going
c
oncern on page
s 71 and 72
. Following this
assessment, the Committee recommended to the
Board the appropriateness of the
g
oing
c
oncern basis
fi
the accuracy of the Viability
s
tatement and statement
on
g
oing
c
oncern
together with the detailed disclosures
in respect of these assessments.
fi
investments at 31 October 202
4
had been valued in
accordance with the stated accounting policies. The
value of all the listed investments had been agreed to
75
Edinburgh Worldwide Investment Trust plc
external price sources and the portfolio holdings agreed
fi
value of unlisted investments had been supported by
valuation papers produced by the Manager’s Private
Companies Valuations Group and portfolio holdings
fi
from the investee company.
fi
Committee that they were not aware of any material
misstatements in the context of the Financial
Statements as a whole and that the Financial
Statements are in accordance with applicable law
and accounting standards.
Internal controls and risk management
The Committee reviewed the effectiveness of the
Company’s risk management and internal controls
systems as described on pages 70 and 72. No
fifi
under review.
External Auditor
fi
of the external Auditor, the Committee reviewed:
includes a report from the Auditor describing their
arrangements to manage auditor independence and
fi
external Auditor. There were no non‑audit fees in
the year to 31 October 2024.
To assess the effectiveness of the external Auditor,
the Committee reviewed and considered:
fi
of the audit team; and
Ernst & Young LLP issued by the FRC’s
Audit Quality Review team.
fi
audit process the Committee considered and reviewed:
audit.
Ernst & Young LLP were appointed as the Company’s
Auditor at the Annual General Meeting held on
fi
in accordance with professional and regulatory
standards in order to protect independence and
objectivity and to provide fresh challenge to the
business. The year ending 31 October 2024 is the
thirdfi
audit partner, Ahmer Huda.
fi
they are independent within the meaning of regulatory
and professional requirements and that the objectivity
of the audit partner and staff is not impaired.
Having carried out the review described above, the
fi
independent and effective for the purposes of this
year’s audit and, as such, has not considered it
necessary to put the audit services contract out
There are no contractual obligations restricting the
Committee’s choice of Auditor.
Accountability and audit
The respective responsibilities of the Directors
and the Auditor in connection with the Financial
Statements are set out on pages 80 to 89.
On behalf of the Board
Caroline Roxburgh
Chair of the Audit and Management
Engagement Committee
17 January 2025
Governance report
Annual Report and Financial Statements 2024
76
Non‑executive Directors are not eligible for any
fi
reimbursement of allowable expenses. There are
or pension schemes. There is no notice period and
fi
Limits on Directors’ remuneration
The fees for the non‑executive Directors are
payable monthly in arrears and are determined
within the limit set out in the Company’s Articles of
Association which is currently £250,000 per annum
in aggregate. Any change to this limit requires
shareholder approval.
The basic and additional fees payable to Directors in
respect of the year ended 31 October 2024 and the
expected fees payable in respect of the year ending
31 October 2025 are set out in the table below.
fi
annual review of the Directors’ fees.
Expected
fees for the
year ending
31 October
2025
£
Fees for
the year
ending
31 October
2024
£
Chair’s fee 44,250 44,250
Non‑executive Director fee 29,500 29,500
Additional fee for Chair
Engagement Committee
6,500 6,500
Additional fee for the Senior
Independent Director
1,500 1,500
Total aggregate annual fees that can
be paid to the Directors in any year
under the Directors’ Remuneration
Policy, as set out in the Company’s
Articles of Association
250,000 250,000
Directors’
remuneration report
This report has been prepared in accordance with
the requirements of the Companies Act 2006.
Statement by the Chair
The Directors’ Remuneration Policy is subject
The Board reviewed the level of fees during the
to the fees,fi
increased time commitment from the Directors in
2024 which is ongoing. The fees were last increased
Directors’ remuneration policy
The Board is composed wholly of non‑executive
Directors, none of whom has a service contract with
the Company. There is no separate remuneration
committee and the Board as a whole considers
changes to Directors’ fees from time to time.
Secretaries, provide comparative information when
the Board considers the level of Directors’ fees.
The Board’s policy is that the remuneration of
Directors should be set at a reasonable level that is
commensurate with the duties and responsibilities
of the role and consistent with the requirement
to attract and retain Directors of the appropriate
quality and experience. The Board believes that
fl
experience of the Board as a whole, be fair and
should take account of the level of fees paid by
comparable investment trusts. Any views expressed
by shareholders on the fees being paid to Directors
will be taken into consideration by the Board when
reviewing the Board’s policy on remuneration.
77
Edinburgh Worldwide Investment Trust plc
Annual report on remuneration
An ordinary resolution for the approval of this report will be put to the members at the forthcoming Annual
General Meeting.
The law requires the Company’s Auditors to audit certain of the disclosures provided in this report.
Where disclosures have been audited, they are indicated as such. The Auditors’ opinion is included in the
Independent Auditors’ Report on pages 83 to 89.
Directors’ remuneration for the year (audited)
The Directors who served during the year received the following remuneration in the form of fees and
fi
Name
2024
Fees
£
2024
Taxable
benefits*
£
2024
Total
£
2023
Fees
£
2023
Taxable
benefits*
£
2023
Total
£
Jonathan Simpson‑Dent (Chair from
39,200 5,574 44,774 28,000 2,445 30,445
Caroline Roxburgh (Audit and Management
Engagement Committee Chair)
36,000 503 36,503 34,000 176 34,176
Mary Gunn (appointed 1 March 2023) 29,500 17,997 47,497 18,667 32,833 51,500
Helen James (SID to 5 March 2024) 30,014 4,285 34,299 29,000 2,881 31,881
Jane McCracken (SID from 5 March 2024) 30,627 59,619 90,246 28,000 45,802 73,802
Mungo Wilson 29,500 3,466 32,966 28,000 2,041 30,041
Henry Strutt (retired 5 March 2024) 15,154 974 16,128 42,000 2,472 44,472
Donald Cameron (retired 7 March 2023) – – – 9,871 92 9,963
209,995 92,418 302,413 217,538 88,742 306,280
* Comprises expenses incurred by Directors in the course of travel to attend Board and Committee meetings. These amounts have been grossed up for
income tax.
Governance report
Annual Report and Financial Statements 2024
78
Annual percentage change in remuneration
This represents the annual percentage change in the entire remuneration paid to the Directors.
Name
% from
2023 to
2024
% from
2022 to
2023
% from
2021 to
2022
Jonathan Simpson‑Dent (Chair from 5 March 2024) 4 7. 1 0.4 21.3
Caroline Roxburgh (Audit and Management Engagement Committee Chair) 6.8 7. 2 2 7. 5
Mary Gunn (appointed 1 March 2023) (7.8) – –
Helen James (SID to 5 March 2024) 7. 6 8.0 18.0
Jane McCracken (SID from 5 March 2024) 22.3 – –
Mungo Wilson 9.7 (1.5) 22.1
Henry Strutt (retired 5 March 2024) (63.7) 2.6 18.7
Donald Cameron (retired 7 March 2023) – (65.1) (4.8)
Directors’ interests (audited)
The Directors are not required to hold shares in the
fi
and their interests in the Company, were as shown
below. There have been no changes intimated in the
Directors’ interests up to 16 January 2025.
Name
Nature
of interest
Ordinary
shares held at
31 October
2024
Ordinary
shares held
at 31 October
2023
Jonathan
Simpson‑Dent
fi 91,966 91,966
Mary Gunn fi 5,610 –
Helen James fi 45,936 45,936
Jane McCracken fi 13,365 13,365
Caroline Roxburgh fi 28,812 28,812
Mungo Wilson fi 99,949 99,949
Statement of voting at Annual General Meeting
At the Annual General Meeting held on 5 March
2024, of the proxy votes received in respect of the
Directors’ Remuneration Policy, 98.0% were in
favour, 1.6% were against and votes withheld were
0.4%. At the last Annual General Meeting at which
the Directors’ Remuneration Report was considered
(March 2023), 98.3% of the proxy votes received
were in favour, 1.0% were against and 0.7%
.
Relative importance of spend on pay
As the Company has no employees, the Directors
do not consider it appropriate to present a table
comparing remuneration paid to employees with
distributions to shareholders. The Directors’
remuneration for the year is set out above. There
were no distributions to shareholders by way of
dividend or share repurchases during the year
(2023
79
Edinburgh Worldwide Investment Trust plc
Performance graph
fi4)
Past performance is not a guide to future performance.
Approval
The Directors’ Remuneration Report on pages 76
to 79 was approved by the Board of Directors and
signed on its behalf on 17 January 2025.
Jonathan Simpson‑Dent
Chair
Cumulative to 31 October
20242014 2016 2019 2021 20232015 20182017 2020 2022
●
Edinburgh Worldwide
share price
Source:
Baillie Gifford/LSEG and relevant underlying index providers.
See disclaimer on page 118.
All figures are to
tal returns (see Glossary of terms and Alternative
Pe
rformance Measures on pages 122 to 124).
*
S&P Global Small Cap Index (in sterling terms)
● FTSE All-Share
Index
● Comparative Index
(in sterling terms)*
0
500
100
400
300
200
Directors’ service details
Name
Date of
appointment
Due date for
re-election
Jonathan
Simpson‑Dent
1 February 2020 AGM in 2025
Mary Gunn 1 March 2023 AGM in 2025
Helen James 2 December 2010 Retiring, AGM in 2025
Jane McCracken 1 November 2022 AGM in 2025
Caroline Roxburgh 1 February 2020 AGM in 2025
Mungo Wilson 8 December 2016 AGM in 2025
Company performance
fi
years ended 31 October 2024, the share price
total return (assuming all dividends are reinvested)
to Edinburgh Worldwide ordinary shareholders
compared to the total shareholder return on a
notional investment made up of shares in the
component parts of the FTSE All‑Share Index. This
index was chosen for comparison purposes as it is
a widely used measure of performance for UK listed
companies. The Company’s comparative index is
provided for information purposes only.
Governance report
Annual Report and Financial Statements 2024
80
The Directors are responsible for keeping adequate
fi
explain the Company’s transactions and disclose
fi
position of the Company and enable them to ensure
that the Financial Statements comply with the
Companies Act 2006. They are also responsible for
safeguarding the assets of the Company and hence
for taking reasonable steps for the prevention and
detection of fraud and other irregularities.
Under applicable laws and regulations, the Directors
are also responsible for preparing a Strategic
report, Directors’ report, a Directors’ remuneration
report and a Corporate governance statement that
complies with that law and those regulations.
The Directors have delegated responsibility to
the Managers for the maintenance and integrity
of the Company’s page of the Managers’ website.
Legislation in the United Kingdom governing
the preparation and dissemination of Financial
Statements may differ from legislation in other
jurisdictions. The work carried out by the Auditor
does not involve any consideration of these
matters and, accordingly, the Auditor accepts
no responsibility for any changes that may have
occurred to the Financial Statements since they
were initially presented on the website.
The Directors are responsible for preparing
the Annual Report and Financial Statements in
accordance with applicable law and regulations.
Company law requires the Directors to prepare
fi
that law they have elected to prepare the Financial
Statements in accordance with applicable law and
United Kingdom Accounting Standards (United
Kingdom Generally Accepted Accounting Practice)
including FRS 102 ‘The Financial Reporting Standard
applicable in the UK and Republic of Ireland’.
Under company law the Directors must not approve
fi
that they give a true and fair view of the state of
fi
the Company for that period.
In preparing these Financial Statements, the
Directors are required to:
them consistently;
are reasonable and prudent;
Accounting Standards have been followed, subject
to any material departures disclosed and explained
in the Financial Statements; and
concern basis unless it is inappropriate to presume
that the Company will continue in business.
Statement of Directors’
responsibilities
in respect of the Annual Report and the Financial Statements
81
Edinburgh Worldwide Investment Trust plc
fi
date of approval of the Financial Statements whose
names and functions are listed within the Directors
fi
of their knowledge:
prepared in accordance with applicable law and
United Kingdom Accounting Standards (United
Kingdom Generally Accepted Accounting
Practice) including FRS 102 ‘The Financial
Reporting Standard applicable in the UK and
Republic of Ireland’, give a true and fair view of the
fi
of the Company;
as a whole is fair, balanced and understandable
performance, business model and strategy; and
development and performance of the business
and the position of the Company, together with a
description of the principal risks and uncertainties
that it faces.
On behalf of the Board
Jonathan Simpson‑Dent
Chair
17 January 2025
Financial
report
The Financial Statements for the
year to 31 October 2024 are set
out on pages 90 to 112 havebeen
prepared in accordancewith
FRS102 ‘The Financial Reporting
Standard applicable in the UK
andRepublic of Ireland’.
83
Edinburgh Worldwide Investment Trust plc
Independent
auditor’s report
to the Members of Edinburgh Worldwide Investment Trust plc
Emphasis of matter – Subsequent event
We draw attention to Note 18fi
statements which details the requisition notice from
fi
meeting. The notice seeks to remove all of the existing
independent non‑executive directors and appoint
alternate directors. If the resolutions are passed, their
stated intention would be to remove the investment
manager and change the investmenolicy.
fi
Conclusions relating to going concern
fi
concluded that the directors’ use of the going
concern basis of accounting in the preparation of the
fi
of the directors’ assessment of the company’s ability
to continue to adopt the going concern basis of
accounting included:
fi
going concern assessment process by challenging
the Directors and the Company Secretary to
determine if all key factors were considered in
their assessment which included the review of
market information and insights. We considered
whether the factors taken account of in the
Directors’ assessment addressed those matters
which we considered important.
• Inspecting the Directors’ assessment of going
concern, including the revenue forecast, for
the period to 31 January 2026 which is at least
fi
were authorised for issue.
Challenging the factors and assumptions as
applied to the revenue forecast and the liquidity
assessment of the investments. We considered the
appropriateness of the methods used to calculate
the revenue forecast and the liquidity assessment.
Assessing the risk of breaching the debt
covenants as a result of a reduction in the value
of the Company’s portfolio. We calculated and
reviewed the Company’s compliance with debt
Opinion
fi
Worldwide Investment Trust PLC for the year ended
31 October 2024 which comprise of the Income
Statement, Balance Sheet, Statement of Changes in
Equity, Cash Flow Statement and the related notes 1
fi
fi
been applied in their preparation is applicable law and
United Kingdom Accounting Standards including FRS
102 “The Financial Reporting Standard applicable in the
UK and Republic of Ireland” (United Kingdom Generally
Accepted Accounting Practice).
fi
give a true and fair view of the Company’s affairs
fi
then ended;
have been properly prepared in accordance with
United Kingdom Generally Accepted Accounting
Practice; and
have been prepared in accordance with the
requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with
International Standards on Auditing (UK) (ISAs
(UK)) and applicable law. Our responsibilities
under those standards are further described in the
fi
statements section of our report. We believe that the
fi
appropriate to provide a basis for our opinion.
Independence
We are independent of the Company in accordance
with the ethical requirements that are relevant to
fi
including the FRC’s Ethical Standard as applied to
fi
other ethical responsibilities in accordance with
Financial report
Annual Report and Financial Statements 2024
84
Our responsibilities and the responsibilities of the
directors with respect to going concern are described
in the relevant sections of this report. However,
because not all future events or conditions can be
predicted, this statement is not a guarantee as to the
Company’s ability to continue as a going concern.
Overview of our audit approach
Key audit matters Risk of incorrect valuation or ownership of
the investment portfolio and the resultant
impact on unrealised gains/(losses)
Risk of incomplete or inaccurate revenue
fi
of special dividends as revenue or capital
items in the Income Statement
Going concern
Materiality Overall materiality of £6.35m which
represents 1% of shareholders’ funds.
An overview of the scope of our audit
Tailoring the scope
Our assessment of audit risk, our evaluation of
materiality and our allocation of performance
materiality determine our audit scope for the Company.
fi
fi
the organisation of the Company and effectiveness of
controls, the potential impact of climate change and
changes in the business environment when assessing
the level of work to be performed. All audit work was
performed directly by the audit engagement team.
Climate change
Stakeholders are increasingly interested in how climate
change will impact the Company. The Company has
fi
from climate change on their investments and overall
investment process. This is explained on page 48
in the principal and emerging risks section, which
form part of the “Other information,” rather than
fi
on these disclosures therefore consisted solely of
considering whether they are materially consistent with
fi
in the course of the audit or otherwise appear to be
Our audit effort in considering climate change was
focused on the adequacy of the Company’s disclosures
fi
concluded that there was no further material impact
of climate change to be taken into account as the
investments are valued based on market pricing as
required by FRS 102. We also challenged the Directors’
considerations of climate change in their assessment of
viability and associated disclosures.
covenants as at year end, validated the inputs
used to the underlying information and agreed
covenant requirements to the debt agreement and
we performed reverse stress testing in order to
identify what factors would lead to the Company
fi
Challenging the Company’s ability to repay
the debt facility, considering the expiry of the
current debt facilities in 2026 (9 June 2026
and 30October 2026), and performing an
independent liquidity analysis of the Company’s
investment portfolio to determine it’s ability to
repay by selling investments.
Assessing available market information and news
events following the requisition notice from a
fi
meeting. The notice seeks to remove all of the
existing independent non‑executive directors and
appoint alternate directors. If the resolutions are
passed, their stated intention would be to remove
the investment manager and change the investment
policy. We challenged the Directors assessment
of the implications of the requisition notice by
reviewing all publicly available information available
to determine any impact on the Company’s ability
to continue as a going concern.
Considering the mitigating factors that are
within the control of the Company. We reviewed
the Company’s assessment of the liquidity of
investments held and evaluated the Company’s
ability to sell those investments in order to cover
working capital requirements and repay its debt
fi
Reviewing the Company’s going concern
disclosures included in the annual report to assess
whether the disclosures were appropriate and in
conformity with the reporting standards.
Going concern has also been determined to be a key
audit matter.
Based on the work we have performed, we have not
fi
or conditions that, individually or collectively, may cast
fi
In relation to the Company’s reporting on how they have
applied the UK Corporate Governance Code, we have
nothing material to add or draw attention to in relation
fi
about whether the directors considered it appropriate
85
Edinburgh Worldwide Investment Trust plc
Key audit matters
fi
fifi
fi
greatest effect on the overall audit strategy, the allocation of resources in the audit; and directing the efforts of
fi
a whole, and in our opinion thereon, and we do not provide a separate opinion on these matters.
Risk Our response to the risk
Key observations
communicated to
the Audit and
Management
Engagement
Committee
Incorrect valuation or ownership of the
investment portfolio and the resultant
impact on unrealised gains/(losses)
(as described on page 74 in the
Report of the Audit and Management
Engagement Committee and as per the
accounting policy set out on pages 95
and 96).
The valuation of the investment
portfolio at 31 October 2024 was
£705.03m (2023: £671.3m) consisting
of quoted investments with an
aggregate value of £520.95m (2023:
£491.24m) and unquoted investments
with an aggregate value of £184.08m
(2023: £180.06m).
The valuation of the assets held in the
investment portfolio is the key driver
of the Company’s net asset value
and total return. Incorrect investment
pricing, or a failure to maintain proper
legal title to the investments held by
fi
impact on the portfolio valuation and
the return generated for shareholders.
The fair value of quoted investments is
determined by reference to bid value or
the last traded price depending on the
convention of the exchange on which the
Unquoted investments are valued at
fair value by the Directors following
a detailed review and appropriate
challenge of the valuations approved
by the Baillie Gifford Fair Value Pricing
Group. The unquoted investment policy
applies methodologies consistent with
the International Private Equity and
Venture Capital Valuation guidelines
(“IPEV”).
The valuation of the unquoted
investments, and the resultant impact
on the unrealised gains/(losses), is
fi
judgment and estimation in the
fi
fi
fraud risk.
We have performed the following procedures:
We obtained an understanding of Baillie Gifford’s processes and controls
surrounding legal title and pricing of quoted and unquoted investments by
performing walkthrough procedures in which we evaluated the design and
implementation of controls.
For all quoted investments in the portfolio, we compared the market
prices and exchange rates applied to an independent pricing vendor and
recalculated the investment valuations at the year end.
We reviewed the prices for all quoted investments in the portfolio to identify
fi
whether the listed price is a valid fair value. Our testing did not identify any
prices which had not changed within the 5 days.
For the 15 unquoted investments held as at 31 October 2024 the audit team
or our valuations specialists reviewed and challenged the valuations:
Reviewed the valuation papers prepared by the Investment Manager’s
Private Companies Valuation Group and approved by the Fair Value
Pricing Group to gain an understanding of and assess the valuation
methodologies and assumptions.
Independently created a indicative range for the valuation of all of the
unquoted investments.
Discussed the unquoted valuations with the Investment Manager’s
Private Companies Valuation Group to understand their valuation
approach and to challenge certain areas of their approach,
documentation and valuation conclusions.
Assessed whether the valuations have been performed in line with the
valuation approaches as set out in UK GAAP and the International Private
Equity and Venture capital (‘IPEV’) guidelines.
Assessed the appropriateness of the data inputs including foreign
exchange rates and challenged the assumptions used to support the
valuations, where appropriate.
Assessed other facts and circumstances, such as market movement and
comparative company information, that have an impact on the fair market
value of the investments; and assessed whether management’s valuation
is reasonable.
fi
outside the expected range, we held further discussions with Baillie
Gifford and the Audit and Management Engagement Committee. In those
discussions, we discussed market trends and the valuation process and
requested further support for the valuation assumptions where appropriate.
For all purchases of unquoted investments and a sample of quoted
investments in the period, we obtained supporting documents from Baillie
Gifford and have agreed these to the purchase cost per the accounting
records and to the bank statements.
We tested the unrealised gains/losses on investments as at the year end
using the book‑cost reconciliation.
We compared the Company’s investment holdings at 31 October 2024
fi
Depositary or from the investee company.
The results of
our procedures
fi
no material
misstatement in
relation to the
risk of incorrect
valuation or
ownership of
the investment
portfolio.
Financial report
Annual Report and Financial Statements 2024
86
Risk Our response to the risk
Key observations
communicated to
the Audit and
Management
Engagement
Committee
Incomplete or inaccurate revenue
recognition, including the
classification of special dividends
as revenue or capital items in the
Income Statement (per the Audit
and Management Engagement
Committee report set out on page
74 and the accounting policy set out
on page 97).
The total revenue for the year
(2023: £1.08m), consisting primarily
of dividend income from quoted
equity investments. Included in total
revenue was revenue received from
Special Dividends of £0.001m. all
fi
There is a risk of incomplete or
inaccurate recognition of revenue
through the failure to recognise
proper income entitlements or to
apply an appropriate accounting
treatment.
The Directors may be required to
exercise judgment in determining
whether income receivable in the
form of special dividends should be
fi
the Income Statement.
We have performed the following procedures:
We obtained an understanding of Baillie Gifford’s processes and controls
fi
For all dividends, we recalculated the income by multiplying the
investment holdings at the ex‑dividend date, traced from the accounting
records, by the dividend per share, which was agreed to an independent
data vendor. We agreed a sample to bank statements and, where
applicable, we also agreed the exchange rates to an external source.
fi
had been recorded for each investee company held during the year
with reference to investee company announcements obtained from an
independent data vendor.
For all dividends accrued at the year end, we reviewed the investee
company announcements to assess whether the dividend obligation
arose prior to 31 October 2024. We agreed the dividend rate to
corresponding announcements made by the investee company,
fi
was consistent with cash received as shown on post year‑end bank
statements.
For all investments held during the year, we compared the type of
dividends paid with reference to an external data source to identify those
fi
fi
fi
by reviewing the underlying rationale of the distribution.
The results of
our procedures
fi
no material
misstatement
in relation to
the risk of
incomplete
or inaccurate
revenue
recognition,
including
incorrect
fi
special dividends
as revenue or
capital items
in the Income
Statement.
There have been no changes to the areas of audit focus raised in the above risk table from the prior year.
Our application of materiality
We apply the concept of materiality in planning and
performing the audit, in evaluating the effect of
fi
our audit opinion.
Materiality
The magnitude of an omission or misstatement that,
individually or in the aggregate, could reasonably
be expected to influence the economic decisions
of the users of the financial statements. Materiality
provides a basis for determining the nature and
extent of our audit procedures.
We determined materiality for the Company to
be £6.35million (2023: £5.86 million), which
is 1% (2023: 1%) of shareholder funds. We
believe that Shareholder funds provides us with
a materiality aligned to the key measure of the
Performance materiality
The application of materiality at the individual
account or balance level. It is set at an amount to
reduce to an appropriately low level the probability
that the aggregate of uncorrected and undetected
misstatements exceeds materiality.
On the basis of our risk assessments, together with
our assessment of the Company’s overall control
environment, our judgement was that performance
materiality was 75% (2023 75%) of our planning
materiality, namely £4.76m (2023: £4.38m). We
have set performance materiality at this percentage
due to our past experience of the audit that indicates
a lower risk of misstatements, both corrected
87
Edinburgh Worldwide Investment Trust plc
Opinions on other matters prescribed by the
Companies Act 2006
In our opinion the part of the directors’ remuneration
report to be audited has been properly prepared in
accordance with the Companies Act 2006.
In our opinion, based on the work undertaken in the
course of the audit:
the information given in the strategic report and
fi
fi
fi
• the strategic report and directors’ reports have
been prepared in accordance with applicable legal
requirements.
Matters on which we are required to report
by exception
In the light of the knowledge and understanding
of the Company and its environment obtained in
fi
material misstatements in the strategic report or
We have nothing to report in respect of the following
matters in relation to which the Companies Act 2006
requires us to report to you if, in our opinion:
adequate accounting records have not been kept,
or returns adequate for our audit have not been
received from branches not visited by us; or
fi
Directors’ Remuneration Report to be audited are
not in agreement with the accounting records and
returns; or
• certain disclosures of directors’ remuneration
fi
• we have not received all the information and
explanations we require for our audit
Reporting threshold
An amount below which identified misstatements
are considered as being clearly trivial.
We agreed with the Audit and Management
Engagement Committee that we would report to
them all uncorrected audit differences in excess
of £0.32m (2023: £0.29m), which is set at 5% of
planning materiality, as well as differences below
that threshold that, in our view, warranted reporting
on qualitative grounds.
We evaluate any uncorrected misstatements against
both the quantitative measures of materiality
discussed above and in light of other relevant
qualitative considerations in forming our opinion.
Other information
The other information comprises the information
fi
statements and our auditor’s report thereon. The
directors are responsible for the other information
contained within the annual report.
fi
cover the other information and, except to the extent
otherwise explicitly stated in this report, we do not
express any form of assurance conclusion thereon.
Our responsibility is to read the other information
and, in doing so, consider whether the other
information is materially inconsistent with the
fi
the course of the audit or otherwise appears to be
materially misstated. If we identify such material
inconsistencies or apparent material misstatements,
we are required to determine whether this gives
fi
statements themselves. If, based on the work we
have performed, we conclude that there is a material
misstatement of the other information, we are
required to report that fact.
We have nothing to report in this regard.
Financial report
Annual Report and Financial Statements 2024
88
Corporate Governance Statement
We have reviewed the directors’ statement in relation
to going concern, longer‑term viability and that part
of the Corporate Governance Statement relating to
the Company’s compliance with the provisions of the
fi
review by the UK Listing Rules.
Based on the work undertaken as part of our audit,
we have concluded that each of the following
elements of the Corporate Governance Statement is
fi
or our knowledge obtained during the audit:
Directors’ statement with regards to the
appropriateness of adopting the going concern
basis of accounting and any material uncertainties
fipages 71 and 72;
• Directors’ explanation as to its assessment of the
Company’s prospects, the period this assessment
covers and why the period is appropriate set out
on page 45;
• Director’s statement on whether it has a
reasonable expectation that the group will be able
to continue in operation and meets its liabilities set
out on page 45;
• Directors’ statement on fair, balanced and
understandable set out on pages 80 and 81;
fi
robust assessment of the emerging and principal
risks set out on pages 45 to 50;
• The section of the annual report that describes the
review of effectiveness of risk management and
internal control systems set out on pages 70 and
71; and;
• The section describing the work of the Audit and
Management Engagement Committee set out on
pages 73 and 74.
Responsibilities of directors
As explained more fully in the directors’ responsibilities
statement set out on page 80, the directors are
fi
fi
true and fair view, and for such internal control as
the directors determine is necessary to enable the
fi
material misstatement, whether due to fraud or error.
fi
are responsible for assessing the Company’s
ability to continue as a going concern, disclosing,
as applicable, matters related to going concern
and using the going concern basis of accounting
unless the directors either intend to liquidate the
Company or to cease operations, or have no realistic
alternative but to do so.
Auditor’s responsibilities for the audit of the
financial statements
Our objectives are to obtain reasonable assurance
fi
are free from material misstatement, whether due
to fraud or error, and to issue an auditor’s report
that includes our opinion. Reasonable assurance is
a high level of assurance but is not a guarantee that
an audit conducted in accordance with ISAs (UK)
will always detect a material misstatement when it
exists. Misstatements can arise from fraud or error
and are considered material if, individually or in the
aggregate, they could reasonably be expected to
fl
fi
89
Edinburgh Worldwide Investment Trust plc
Explanation as to what extent the audit
was considered capable of detecting
irregularities, including fraud
Irregularities, including fraud, are instances of non‑
compliance with laws and regulations. We design
procedures in line with our responsibilities, outlined
above, to detect irregularities, including fraud. The
risk of not detecting a material misstatement due
to fraud is higher than the risk of not detecting one
resulting from error, as fraud may involve deliberate
concealment by, for example, forgery or intentional
misrepresentations, or through collusion. The extent
to which our procedures are capable of detecting
irregularities, including fraud is detailed below.
However, the primary responsibility for the
prevention and detection of fraud rests with both
those charged with governance of the Company
We obtained an understanding of the legal and
regulatory frameworks that are applicable to
the Company and determined that the most
fi
Accepted Accounting Practice, the Companies
Act 2006, the Association of Investment
Companies Code of Corporate Governance, The
Association of Investment Companies Statement
of Recommended Practice, the Listing Rules, the
UK Corporate Governance Code, Section 1158 of
the Corporation Tax Act 2010 and The Companies
(Miscellaneous Reporting) Regulations 2018.
• We understood how the Company is complying
with those frameworks by through discussions
with the Audit and Management Engagement
Committee and Company Secretary and review of
Board minutes and the Company’s documented
policies and procedures.
• We assessed the susceptibility of the Company’s
fi
including how fraud might occur by considering
fi
fi
incorrect valuation of the unquoted investments
and the resulting impact on the unrealised gains/
(losses) and incomplete or inaccurate revenue
fi
special dividends as revenue or capital items in
the Income Statement. Further discussion of our
approach is set out in the section on key audit
matters above.
• Based on this understanding we designed our
audit procedures to identify non‑compliance
with such laws and regulations. Our procedures
involved review of the reporting to the Directors by
the manager with respect to the application of the
documented policies and procedures and review
fi
with the reporting requirements of the Company.
A further description of our responsibilities for
fi
the Financial Reporting Council’s website at
https://www.frc.org.uk/auditorsresponsibilities. This
description forms part of our auditor’s report.
Other matters we are required to address
• Following the recommendation from the Audit and
Management Engagement Committee, we were
appointed by the Company on 24 January 2017 to
fi
fi
The period of total uninterrupted engagement
including previous renewals and reappointments
is 8 years, covering the years ending 31 October
2017 to 31 October 2024.
• The audit opinion is consistent with the additional
report to the Audit and Management Engagement
Committee.
Use of our report
This report is made solely to the Company’s
members, as a body, in accordance with Chapter
3 of Part 16 of the Companies Act 2006. Our audit
work has been undertaken so that we might state
to the Company’s members those matters we are
required to state to them in an auditor’s report and
for no other purpose. To the fullest extent permitted
by law, we do not accept or assume responsibility to
anyone other than the Company and the Company’s
members as a body, for our audit work, for this
report, or for the opinions we have formed.
Ahmer Huda (Senior statutory auditor)
for and on behalf of Ernst & Young LLP,
Statutory Auditor
London
17 January 2025
Financial report
Annual Report and Financial Statements 2024
90
For the year ended 31 October
Notes
2024
Revenue
£’000
2024
Capital
£’000
2024
Total
£’000
2023
Revenue
£’000
2023
Capital
£’000
2023
Total
£’000
Gains/(losses) on investments 8 – 77,573 77,573 – (174,925) (174,925)
Currency gains 12 – 3,975 3,975 – 2,802 2,802
Investment and other income 2 1,301 – 1,301 1,077 – 1,077
Investment management fee 3 (829) (2,488) (3,317) (1,060) (3,181) (4,241)
Other administrative expenses 4 (1,520) – (1,520) (915) – (915)
Net return before finance costs
and taxation
(1,048) 79,060 78,012 (898) (175,304) (176,202)
Finance costs of borrowings 5 (1,571) (4,714) (6,285) (1,578) (4,735) (6,313)
Net return before taxation (2,619) 74,346 71,727 (2,476) (180,039) (182,515)
Tax on ordinary activities 6 (46) – (46) (51) – (51)
Net return after taxation (2,665) 74,346 71,681 (2,527) (180,039) (182,566)
Net return per ordinary share 7 (0.70p) 19.48p 18.78p (0.65p) (46.21p) (46.86p)
fi
are prepared under guidance issued by the Association of Investment Companies.
All revenue and capital items in this Statement derive from continuing operations.
A Statement of Comprehensive Income is not required as the Company does not have any other comprehensive income and the net return after taxation
fi
The accompanying notes on pages 94 to 112 are an integral part of the Financial Statements.
Income
statement
91
Edinburgh Worldwide Investment Trust plc
As at 31 October
Notes
2024
£’000
2024
£’000
2023
£’000
2023
£’000
Fixed assets
fi 8 705,032 671,300
Current assets
Debtors 9 1,172 324
Cash and cash equivalents 17 22,783 19,146
24,955 19,470
Creditors
Amounts falling due within one year
10 (94,384) (106,033)
Net current liabilities
(70,429) (86,563)
Net assets 634,603 584,737
Capital and reserves
Share capital 11 4,058 4,058
Share premium account 12 499,723 499,723
Special reserve 12 35,220 35,220
Capital reserve 12 106,883 54,352
Revenue reserve 12 (11,281) (8,616)
Total shareholders’ funds 634,603 584,737
Net asset value per ordinary share 13 170.40p 151.06p
The Financial Statements of Edinburgh Worldwide Investment Trust plc (Company registration number
SC184775) were approved and authorised for issue by the Board and were signed on 17 January 2025.
Jonathan Simpson‑Dent
Chair
The accompanying notes on pages 94 to 112 are an integral part of the Financial Statements.
Balance
sheet
Financial report
Annual Report and Financial Statements 2024
92
The accompanying notes on pages 94 to 112 are an integral part of the Financial Statements.
For the year ended 31 October 2024
Notes
Share
capital
£’000
Share
premium
account
£’000
Special
reserve
£’000
Capital
reserve
£’000
Revenue
reserve
£’000
Shareholders’
funds
£’000
Shareholders’ funds at 1 November 2023 4,058 499,723 35,220 54,352 (8,616) 584,737
Ordinary shares bought back into treasury 11 – – – (21,815) – (21,815)
Net return after taxation 12 – – – 74,346 (2,665) 71,681
Shareholders’ funds at 31 October 2024 4,058 499,723 35,220 106,883 (11,281) 634,603
For the year ended 31 October 2023
Notes
Share
capital
£’000
Share
premium
account
£’000
Special
reserve
£’000
Capital
reserve
£’000
Revenue
reserve
£’000
Shareholders’
funds
£’000
Shareholders’ funds at 1 November 2022 4,058 499,723 35,220 242,654 (6,089) 775,566
Ordinary shares bought back into treasury 11 – – – (8,263) – (8,263)
Net return after taxation 12 – – – (180,039) (2,527) (182,566)
Shareholders’ funds at 31 October 2023 4,058 499,723 35,220 54,352 (8,616) 584,737
Statement of
changes in equity
93
Edinburgh Worldwide Investment Trust plc
The accompanying notes on pages 94 to 112 are an integral part of the Financial Statements.
For the year ended 31 October
Notes
2024
£’000
2024
£’000
2023
£’000
2023
£’000
Cash flows from operating activities
Net return before taxation 71,727 (182,515)
Adjustments to reconcile company profit before
tax to net cash flow from operating activities
Net (gains)/losses on investments (77,573) 174,925
Currency gains (3,975) (2,802)
Finance costs of borrowings 6,285 6,313
Working capital movements
Changes in debtors (661) (38)
Changes in creditors (264) (244)
Taxation
Overseas withholding tax incurred (46) (51)
Cash from operations* (4,507) (4,412)
Interest paid (6,539) (5,686)
Net cash outflow from operating activities (11,046) (10,098)
Cash flows from investing activities
Acquisitions of investments (126,456) (73,803)
Disposals of investments 170,441 98,261
Net cash inflow from investing activities 43,985 24,458
Cash flows from financing activities
Ordinary shares bought back into treasury
and stamp duty thereon
(21,772) (8,567)
Bank loans drawn down 365,783 402,717
Bank loans repaid (373,783) (400,000)
Net cash outflow from financing activities (29,772) (5,850)
Increase in cash and cash equivalents 3,167 8,510
Exchange movements 470 (495)
Cash and cash equivalents at 1 November 19,146 11,131
Cash and cash equivalents at 31 October 22,783 19,146
* Cash from operations includes dividends received of £638,000 (2023 – £718,000) and interest received of £663,000 (2023 – £288,000).
Cash flow
statement
Financial report
Annual Report and Financial Statements 2024
94
The Company was incorporated under the Companies Act 2006
SC184775. The Company is an investment company within the
meaning of section 833 of the Companies Act 2006 and carries
01 Principal accounting policies
The Financial Statements for the year to 31 October 2024
have been prepared in accordance with FRS 102 ‘The
Financial Reporting Standard applicable in the UK and
Republic of Ireland’ and on the basis of the accounting
policies set out below which are unchanged from the prior
year and have been applied consistently.
The Financial Statements have been prepared in accordance
with the Companies Act 2006 and with the AIC’s Statement
of Recommended Practice ‘Financial Statements of
Investment Trust Companies and Venture Capital Trusts’
issued in November 2014 and updated in July 2022 with
consequential amendments.
a. Basis of accounting
All of the Company’s operations are of a continuing
nature and the Financial Statements are prepared
on a going concern basis under the historical cost
fifi
fi
and on the assumption that approval as an investment
trust under section 1158 of the Corporation Tax Act 2010
and the Investment Trust (Approved Company) (Tax)
Regulations 2011 will be retained. The Directors have, in
particular, considered the impact of heightened market
volatility and macroeconomic and geopolitical concerns,
fl
the Company’s going concern status is affected. The
Company’s assets, the majority of which are investments
in quoted securities which are readily realisable, exceed
fi
approval of the Board. Gearing levels and compliance
with borrowing covenants are reviewed by the Board on
a regular basis. The Company has continued to comply
with the investment trust status requirements of section
1158 of the Corporation Tax Act 2010 and the Investment
Trust (Approved Company) (Tax) Regulations 2011. The
Company’s primary third party suppliers, including its
Managers and Secretaries, Depositary and Custodian,
Registrar, Auditor and Broker, are not experiencing
fifi
respective services to the Company. The Directors have
fi
minority shareholder to hold a general meeting. The
notice seeks to remove all of the existing independent
non‑executive Directors and appoint alternative directors.
After consideration of all available information and
professional advice, the Board has carefully considered
any implications for the going concern assumption if the
resolutions are passed and notes their stated intention
would be to remove the Investment Manager and change
the Investment Policy. The Directors believe that although
the outcome of the requisition is uncertain, the going
concern assumption remains appropriate, since the
portfolio is highly liquid, borrowings can be repaid in full
(when they become due in June and October 2026) and
at short notice and they have no reason to believe that
there is an intention or indication to wind up or cease
the Company’s operations.Accordingly, the Financial
Statements have been prepared on a going concern
basis as it is the Directors’ opinion, having assessed the
principal and emerging risks and other matters set out in
the Viability Statement on page 45 which assesses the
fi
the Company will continue in operational existence until
31 January 2026, which is for a period of at least twelve
months from the date of approval of these Financial
Statements.
In order to betterfl the activities of the Company
and in accordance with guidance issued by the AIC,
fi
and loss account between items of a revenue and capital
nature has been presented in the Income statement.
In preparing these Financial Statements the Directors
have considered the impact of climate change risk as a
principal risk as set out on page 48 and have concluded
that it does not have a material impact on the Company’s
investments. In line with FRS 102 investments are valued
at fair value, being primarily quoted prices for investments
in active markets at the balance sheet date, and therefore
fl
Unlisted investments, valued by reference to comparable
fl
participants’ view of climate change risk.
Notes to the
Financial Statements
95
Edinburgh Worldwide Investment Trust plc
b. Functional currency
The Directors consider the Company’s functional and
presentational currency to be sterling as the Company’s
share capital is denominated in sterling, the entity is listed
on a sterling stock exchange in the UK, the Company’s
shareholders are predominantly based in the UK and the
Company and its investment manager, who are subject to
the UK’s regulatory environment, are also UK based.
c. Financial instruments
fi
to the contractual provisions of the instrument.
d. Accounting estimates, assumptions and judgements
The preparation of the Financial Statements requires the
use of estimates, assumptions and judgements. These
estimates, assumptions and judgements affect the reported
amounts of assets and liabilities, at the reporting date. While
estimates are based on best judgement using information
fi
from these estimates. The key source of estimation and
uncertainty at the balance sheet date that could affect the
fi
year pertains to the fair value of the unlisted investments.
Judgements
In accordance with the requirements of FRS102 s.8.6 the
Directors have considered the key judgements involved in
the preparation of the Financial Statements. The Directors
key judgements were as follows:
i. the determination of the functional currency of the
Company as sterling (see rationale in 1(b) above); and
ii. the fair valuation of the unlisted investments.
The key judgements in the fair valuation process are:
i. the Managers’ determination of the appropriate
application of the International Private Equity and
Venture Capital Guidelines 2022 (‘IPEV’) to each
unlisted investment; and
ii. the Directors’ consideration of whether each fair
value is appropriate following detailed review and
challenge. The judgement applied in the selection of
the methodology used (see 1(e) below) for determining
the fair value of each unlisted investment can have a
fi
Estimates
The key estimate in the Financial Statements is the
determination of the fair value of the unlisted investments
by the Managers for consideration by the Directors. This
fi
the unlisted investments at the Balance Sheet date. The
fair valuation process involves estimation using subjective
inputs that are unobservable (for which market data is
unavailable). The main estimates (including key sources
in the selection of the valuation process inputs are:
i. the selection of appropriate comparable companies
in order to derive revenue multiples and meaningful
relationships between enterprise value, revenue and
earnings growth. Comparable companies are chosen
growth patterns;
ii. the selection of a revenue metric (either historical
iii. the application of an appropriate discount factor
fl
and where appropriate for the
risk of insolvency;
iv. the estimation of the probability assigned to an exit
being through an initial public offering (‘IPO’) or a
company sale;
v. the selection of an appropriate industry benchmark
index to assist with the valuation validation or the
comparable peers; and
vi. the calculation of valuation adjustments derived from
milestone analysis (i.e. incorporating operational
success against the plan/forecasts of the business
Fair value estimates are cross‑checked to alternative
estimation methods where possible to improve the
robustness of the estimates. As the valuation outcomes
may differ from the fair value estimates a price sensitivity
analysis is provided in other price risk sensitivity in note 17
on pages 107 to 111 to illustrate the effect on the Financial
Statements of an over or under estimation of fair values.
The risk of an over or under estimation of fair values
is greater when methodologies are applied using more
subjective inputs.
Financial report
Annual Report and Financial Statements 2024
96
Assumptions
The determination of fair value by the Managers involves
key assumptions dependent upon the valuation technique
used. As explained in 1(e) below, the primary technique
applied under the IPEV Guidelines is the Multiples
approach. Where the Multiples approach is used the
valuation process recognises also, as stated in the
IPEV Guidelines, that the price of a recent investment
may be an appropriate calibration for estimating fair
value. The Multiples approach involves subjective inputs
and therefore presents a greater risk of over or under
estimation and particularly in the absence of a recent
transaction.
The key assumptions for the Multiples approach are
that the selection of comparable companies provides a
reasonable basis for identifying relationships between
enterprise value, revenue and growth to apply in the
determination of fair value. Other assumptions include:
i. the discount applied for reduced liquidity versus listed
peers;
ii. the exit being through either an IPO or a company sale;
and
iii. that the application of milestone analysis and industry
benchmark indices are a reasonable basis for applying
appropriate adjustments to the valuations. Valuations
are cross‑checked for reasonableness to alternative
Multiples‑based approaches or benchmark index
movements as appropriate.
e. Investments
fi
fi
accordance with sections 11 and 12 of FRS 102. Changes
in the fair value of investments and gains and losses on
disposal are recognised as capital items in the Income
statement.
Recognition and initial measurement
Purchases and sales of investments are accounted for on
a trade date basis. Expenses incidental to purchase and
sale are written off to capital at the time of acquisition or
disposal. All investments are designated as valued at fair
fi
are measured at subsequent reporting dates at fair value.
Measurement and valuation
Listed investments – The fair value of listed security
investments is bid value or, in the case of holdings on
certain recognised overseas exchanges, at last traded
prices.
Unlisted investments – unlisted investments are valued at
fair value by the Directors following a detailed review and
appropriate challenge of the valuations proposed by the
Managers. The Managers’ unlisted investment valuation
policy applies techniques consistent with the IPEV
Guidelines.
The techniques applied are predominantly market‑
based approaches. The market‑based approaches
available under IPEV Guidelines are set out below and
fl
the valuation technique applied. The valuation approach
recognises that, as stated in the IPEV Guidelines, the
price of a recent investment, if resulting from an orderly
transaction, generally represents fair value as at the
transaction date and may be an appropriate starting point
for estimating fair value at subsequent measurement
dates. However, consideration is given to the facts and
circumstances as at the subsequent measurement date,
including changes in the market or performance of the
investee company. Milestone analysis is used where
appropriate to incorporate the operational progress of
the investee company into the valuation. Additionally,
the background to the transaction must be considered.
As a result, various Multiples‑based techniques are
employed to assess the valuations particularly in those
companies with established revenues. Discounted
fl
relevant industry peers may preclude the application of
the Industry Valuation Benchmarks technique and an
absence of observable prices may preclude the Available
Market Prices approach. All valuations are cross‑checked
for reasonableness by employing relevant alternative
techniques.
The unlisted investments are valued according to a three
monthly cycle of measurement dates from the date of
purchase. The fair value of the unlisted investments will
also be reviewed before the next scheduled three monthly
measurement date on the following occasions:
fi
‘trigger’ events).
Gains and losses
Gains and losses on investments, including those
arising from foreign currency exchange differences, are
recognised in the Income statement as capital items.
The Managers monitor the investment portfolio on a fair
value basis and uses the fair value basis for investments
fi
performance.
97
Edinburgh Worldwide Investment Trust plc
f. Cash and cash equivalents
Cash and cash equivalents include cash in hand and
deposits repayable on demand. Deposits are repayable
on demand if they can be withdrawn at any time without
notice and without penalty or if they have a maturity or
period of notice of not more than one working day.
g. Income
i. income from equity investments is brought into account
on the date on which the investments are quoted ex‑
dividend or, where no ex‑dividend date is quoted, when
the Company’s right to receive payment is established;
ii. if scrip dividends are taken in lieu of dividends in
cash, the net amount of the cash dividend declared
is credited to the revenue column of the Income
statement. Any excess in the value of the shares
received over the amount of the cash dividend foregone
is recognised in the capital column of the Income
statement;
iii. special dividends are treated as capital or revenue
depending on the facts of each particular case;
iv. unfranked investment income and overseas dividends
include the taxes deducted at source; and
v. interest receivable on deposits is recognised on an
accruals basis.
h. Expenses
All expenses are accounted for on an accruals basis.
Expenses are charged to the revenue column of the
Income statement except:
i. where they relate directly to the acquisition or disposal
of an investment (transaction costs), in which case
they are charged to the capital within gains/losses on
investments; and
ii. they relate directly to the buy‑back/issuance of shares,
in which case they are added to the buy‑back cost or
deducted from the share issuance proceeds.
The investment management fee is allocated 25% to
revenue and 75% to capital, in line with the Board’s
expectation of returns from the Company’s investments
over the long term in the form of revenue and capital
respectively.
i. Borrowings and finance costs
Any borrowings are carried in the Balance sheet at
amortised cost, representing the cumulative amount
fi
fi
revenue account and 75% to the capital reserve. Gains
and losses on the repurchase or early settlement of debt
are wholly charged to capital.
j. Deferred taxation
Deferred taxation is provided on all timing differences
which have originated but not reversed by the Balance
Sheet date, calculated at the current tax rates expected to
apply when its timing differences reverse, based on what
has been enacted or substantially enacted, relevant to
fi
only to the extent that it will be more likely than not that
fi
differences can be deducted.
k. Foreign currencies
Transactions involving foreign currencies are converted
at the rate ruling at the time of the transaction. Monetary
assets and liabilities in foreign currencies are translated at
the closing rates of exchange at the Balance sheet date.
Any gain or loss arising from a change in exchange rate
subsequent to the date of the transaction is included as
an exchange gain or loss in the Income statement and
fi
l. Capital reserve
Gains and losses on disposal of investments, changes in
the fair value of investments held, exchange differences
of a capital nature and the amount by which other assets
and liabilities valued at fair value differ from their book
cost are dealt with in this reserve. Purchases of the
Company’s own shares can also be funded from this
fi
allocated to the capital reserve in line with the Board’s
expectation of returns from the Company’s investments
over the long term in the form of revenue and capital
respectively.
m. Single segment reporting
The Company has only one material segment being that
of an investment trust company, investing primarily in
listed companies throughout the world.
Financial report
Annual Report and Financial Statements 2024
98
02 Income
2024
£’000
2023
£’000
Income from investments
UK dividends 358 379
Overseas dividends 280 340
Overseas interest 342 70
980 789
Other income
Deposit interest 321 288
Total income 1,301 1,077
Total income comprises:
fiheldfi 638 719
fifi 342 70
fifi 321 288
1,301 1,077
03 Investment management fee
2024
Revenue
£’000
2024
Capital
£’000
2024
Total
£’000
2023
Revenue
£’000
2023
Capital
£’000
2023
Total
£’000
Investment management fee 829 2,488 3,317 1,060 3,181 4,241
Details of the Investment Management Agreement are disclosed on page 62fi
£50 million of net assets, 0.65% on the next £200 million of net assets and 0.55% on the remaining net assets. Management
fees are calculated and payable quarterly.
A reduction to the management fee for the year to 31 October 2024 was agreed representing a 25% reduction to the fee for the
quarters to 31 July 2024 and 31 October 2024. The reduction was agreed further to the costs incurred by the Company in relation
to the detailed review of strategy (see Chair’s Statement on page 07).
04 Other administrative expenses
2024
£’000
2023
£’000
General administrative expenses* 824 231
Custody charges 189 170
Directors’ fees (see Directors’ remuneration report page 77) 210 218
Auditor’s remuneration for audit services 102 99
Marketing
†
96 89
Depositary fees 71 84
Registrar fees 28 24
1,520 915
* Includes £421,000 for professional advisory fees related to the detailed review of strategy, execution and performance undertaken by the Board
during the year.
†
The Company is part of a marketing programme which includes all the Investment Trusts managed by the Manager. The marketing strategy has an
ongoing objective to stimulate demand for the Company’s shares. The cost of this marketing strategy is borne in partnership by the Company and
the Manager. The Manager matches the Company’s marketing contribution and provides the resource to manage and run the programme.
There were no non‑audit fees in the years to 31 October 2024 or 31 October 2023.
99
Edinburgh Worldwide Investment Trust plc
05 Finance costs of borrowings
2024
Revenue
£’000
2024
Capital
£’000
2024
Total
£’000
2023
Revenue
£’000
2023
Capital
£’000
2023
Total
£’000
Interest on bank loan 1,571 4,714 6,285 1,578 4,735 6,313
06 Tax
2024
£’000
2023
£’000
Analysis of charge in year
Overseas withholding tax 46 51
Factors affecting tax charge for the year
The tax charge for the year is lower than the standard rate of corporation tax
in the UK of 25% (2023 – 22.518%). The differences are explained below:
Net return before taxation 71,727 (182,515)
Net return before taxation multiplied by the standard rate of corporation tax
in the UK of 25% (2023 – 22.518%)
1 7, 9 32 (41,099)
Capital returns not taxable (20,387) 38,758
Income not taxable (UK dividends) (90) (85)
Income not taxable (overseas dividends) (70) (76)
fi 2,615 2,502
Overseas withholding tax incurred 46 51
Tax charge for the year 46 51
As an investment trust, the Company’s capital gains are not taxable in the United Kingdom.
Factors that may affect future tax charges
At 31 October 2024 the Company had surplus management expenses and losses on non‑trading loan relationships of £84,830,000
(– £77,993,000). No deferred tax asset has been recognised in respect of these amounts because the Company is not
expected to generate taxable income in a future period in excess of the deductible expenses of that future period and, accordingly, it
is unlikely that the Company will be able to reduce future tax liabilities through the use of existing surplus expenses.
07 Net return per ordinary share
2024
Revenue
2024
Capital
2024
Total
2023
Revenue
2023
Capital
2023
Total
Net return after taxation (0.70p) 19.48p 18.78p (0.65p) (46.21p) (46.86p)
Revenue return per ordinary share is based on the net revenue loss after taxation of £2,665,000 (2023 – net revenue loss of
£2,527,000) and on 381,569,206 (2023 – 389,617,177) ordinary shares, being the weighted average number of ordinary shares in
issue (excluding treasury shares) during the year.
fi – net capital loss of
£180,039,000) and on 381,569,206 (2023 – 389,617,177) ordinary shares, being the weighted average number of ordinary shares
in issue (excluding treasury shares) during the year.
There are no dilutive or potentially dilutive shares in issue.
Financial report
Annual Report and Financial Statements 2024
100
08 Fixed assets – investments
As at 31 October 2024
Level 1
£’000
Level 2
£’000
Level 3
£’000
Total
£’000
Listed equities 520,954 – – 520,954
Unlisted ordinary shares – – 15,220 15,220
Suspended ordinary shares – – 1,106 1,106
Unlisted preference shares* – – 163,863 163,863
Unlisted convertible promissory note/convertible loan note – – 3,889 3,889
Total financial asset investments 520,954 – 184,078 705,032
As at 31 October 2023
Level 1
£’000
Level 2
£’000
Level 3
£’000
Total
£’000
Listed equities 491,243 – – 491,243
Unlisted ordinary shares – – 19,450 19,450
Unlisted preference shares* – – 156,900 156,900
Unlisted convertible promissory note/convertible loan note – – 3,707 3,707
Total financial asset investments 491,243 – 180,057 671,300
* fi
repayment (or multiple thereof) of the original investment in the event of a liquidation event such as a take‑over.
Fair value hierarchy
fi
fi
for the individual investment in its entirety as follows:
Level 1 – using unadjusted quoted prices for identical instruments in an active market;
Level 2 – using inputs, other than quoted prices included within Level 1, that are directly or indirectly observable
(based on market data); and
Level 3 – using inputs that are unobservable (for which market data is unavailable).
The valuation techniques used by the Company are explained in the accounting policies on page 96. A sensitivity analysis by
valuation technique of the unlisted securities is given on pages 108 to 111.
101
Edinburgh Worldwide Investment Trust plc
08 Fixed assets – investments (continued)
2024
Listed
securities
£’000
2024
Unlisted
securities *
£’000
2024
Total
securities
£’000
2023
Total
£’000
Cost of investments at 31 October 2023 698,392 122,187 820,579 876,027
Investment holding losses at 1 November 2023 (207,149) 57,870 (149,279) (3,223)
Value of investments at 31 October 2023 491,243 180,057 671,300 872,804
Movements in year:
Purchases at cost 126,299 – 126,299 67,084
Sales – proceeds received (166,191) (3,949) (170,140) (93,663)
– realised losses on sales (123,938) (1,428) (125,366) (28,869)
Gains and losses on investments 206,221 (3,282) 202,939 (146,056)
Changes in categorisation
†
(12,680) 12,680 – –
Value of investments at end of year 520,954 184,078 705,032 671,300
Cost of investments at 31 October 2024
521,882 129,490 651,372 820,579
Investment holding gains/(losses) at 31 October 2024 (928) 54,588 53,660 (149,279)
Value of investments at 31 October 2024 520,954 184,078 705,032 671,300
* Includes holdings in ordinary shares, preference shares, suspended shares, convertible promissory notes and convertible notes.
†
fl
Lumena New Materials (suspended) £690,000 and New Horizon Health(suspended) £6,673,000
The Company received £170,140,000 from investments sold in the year (2023 – £93,663,000). The book cost of these
investments when they were purchased was £295,506,000 (2023 – £122,533,000). These investments have been revalued over
time and until they were sold any unrealised gains/losses were included in the fair value of the investments.
fi
£28,000) respectively.
2024
£’000
2023
£’000
Net gains/(losses) on investments
Realised losses on sales (125,366) (28,869)
Changes in investment holding gains 202,939 (146,056)
77,573 (174,925)
Financial report
Annual Report and Financial Statements 2024
102
08 Fixed assets – investments (continued)
Significant holdings disclosure requirements – AIC SORP
Details are disclosed below in accordance with the requirements of paragraph 82 of the AIC Statement of Recommended Practice
‘Financial Statements of Investment Trust Companies and Venture Capital Trusts’ (updated in July 2022) in relation to unlisted
investments in the top twenty of the List of Investments on page 24. As required, this disclosure includes turnover, pre‑tax
fifi
companies, where possible.
As at 31 October 2024
Latest
Financial
Statements
Book cost
£’000
Market
value
£’000
Income
recognised
from holding
in the period
£’000
Turnover
£’000
Pre-tax
profit/
(loss)
£’000
Net assets
attributable to
shareholders
£’000Name Business
Space
Exploration
Technologies
Designs,
manufactures
and launches
advanced
rockets and
spacecraft
n/a 19,570 90,073 Nil Information not publicly available*
PsiQuantum Developer of
commercial
quantum
computing
n/a 16,762 35,923 Nil Information not publicly available*
As at 31 October 2023
Latest
Financial
Statements
Book cost
£’000
Market
value
£’000
Income
recognised
from holding
in the period
£’000
Turnover
£’000
Pre-tax
profit/
(loss)
£’000
Net assets
attributable to
shareholders
£’000Name Business
Space
Exploration
Technologies
Designs,
manufactures
and launches
advanced
rockets and
spacecraft
n/a 19,570 62,861 Nil Information not publicly available*
PsiQuantum Developer of
commercial
quantum
computing
n/a 16,762 30,802 Nil Information not publicly available*
*
fi
09 Debtors
2024
£’000
2023
£’000
Amounts falling due within one year:
Income accrued (net of withholding taxes) 483 73
Sales for subsequent settlement 188 –
Other debtors and prepayments 501 251
1,172 324
fifi
reasonable approximation of fair value. There are no debtors that were past due or impaired at 31 October 2024 or 31 October 2023.
103
Edinburgh Worldwide Investment Trust plc
10 Creditors – amounts falling due within one year
2024
£’000
2023
£’000
The Royal Bank of Scotland International Limited
£100 million multi‑currency revolving credit facility
91,744 103,249
Purchases for subsequent settlement 332 –
Investment management fee 468 879
Buybacks and related stamp duty awaiting settlement 171 128
Other creditors and accruals 1,669 1,777
94,384 106,033
Borrowing facilities at 31 October 2024:
fi
fiThe Bank of New York Mellon with an expiry date
At 31 October 2024 drawings were as follows:
£9,864,299 at an interest rate
5.02% per annum; US$71,166,114 at an interest rate of 6.35% per annum; and £28,060,150 at an interest rate of 6.40%
11 February 2025.
At 31 October 2023 drawings were as follows:
£100 million multi‑currency facility with The Royal Bank of Scotland International Limited: €10,600,000 at an interest rate of
4.73% per annum; US$77,150,000 at an interest rate of 6.75% per annum; and £30,437,000 at an interest rate of 6.63% per
annum. The rollover/maturity date is 9 February 2024.
The main covenants relating to both loan facilities with The Royal Bank of Scotland International Limited and The Bank of New
York Mellon Limited are: total borrowings shall not exceed 35% of the Company’s adjusted gross assets and the minimum
adjusted gross assets shall be £260 million. There were no breaches in the loan covenants during the year to 31 October 2024
(2023 – none).
Subsequent to 31 October 2024, the Company has repaid an amount equivalent to £37 million.
11 Share capital
2024
Number
2024
£’000
2023
Number
2023
£’000
Allotted, called up and fully paid ordinary shares of 1p each 372,426,908 3,725 387,094,641 3,871
Treasury shares of 1p each 33,326,787 333 18,659,054 187
405,753,695 4,058 405,753,695 4,058
The Company has authority to allot shares under section 551 of the Companies Act 2006. The Board has authorised use of
this authority to issue new shares at a premium to net asset value in order to enhance the net asset value per share for existing
shareholders and improve the liquidity of the Company’s shares. In the year to 31 October 2024 no shares were issued from
treasury2023 – no shares were issued from treasury).
Over the period from 31 October 2024 to 16 January 2025 the Company has issued no further shares.
The Company also has authority to buy back shares. In the year to 31 October 2024, 14,667,733 shares with a nominal value of
£147,000 were bought back at a total cost of £21,815,000 and held in treasury (2023 – 5,190,382 shares with a nominal value of
£52,000 were bought back at a total cost of £8,263,000 and held in treasury). At 31 October 2024 the Company had authority to
buy back a further 45,828,607 ordinary shares.
Over the period from 31 October 2024 to 16 January 2025 the Company has bought back a further 31,000 shares at a total cost of
£50,000.
Financial report
Annual Report and Financial Statements 2024
104
12 Capital and reserves
Share
capital
£’000
Share
premium
account
£’000
Special
reserve
£’000
Capital
reserve
£’000
Revenue
reserve
£’000
Shareholders’
funds
£’000
At 1 November 2023 4,058 499,723 35,220 54,352 (8,616) 584,737
Net gains on sales of investments – – – (125,366) – (125,366)
Changes in investment holding gains – – – 202,939 – 202,939
Exchange differences on bank loans – – – 3,505 – 3,505
Other exchange differences – – – 470 – 470
Ordinary shares bought back
into treasury
– – – (21,815) – (21,815)
Investment management fee
charged to capital
– – – (2,488) – (2,488)
Finance cost of borrowings
charged to capital
– – – (4,714) – (4,714)
Revenue return after taxation – – – – (2,665) (2,665)
At 31 October 2024 4,058 499,723 35,220 106,883 (11,281) 634,603
Share
capital
£’000
Share
premium
account
£’000
Special
reserve
£’000
Capital
reserve
£’000
Revenue
reserve
£’000
Shareholders’
funds
£’000
At 1 November 2022 4,058 499,723 35,220 242,654 (6,089) 775,566
Net gains on sales of investments – – – (28,869) – (28,869)
Changes in investment holding gains – – – (146,056) – (146,058)
Exchange differences on bank loans – – – 3,297 – 3,297
Other exchange differences – – – (495) – (495)
Ordinary shares bought back
– – – (8,263) – (8,263)
Investment management fee
– – – (3,181) – (3,181)
Finance cost of borrowings
– – – (4,735) – (4,735)
Revenue return after taxation – – – – (2,527) (2,527)
At 31 October 2023 4,058 499,723 35,220 54,352 (8,616) 584,737
The capital reserve includes investment holding gainsfi53,660,000 (2023 – losses of £149,279,000)
as disclosed in note 8.
The special reserve arose following the court approval for the cancellation of 30% of the value of the share premium account
fi
fi
distributable. Total distributable reserves are therefore £75,452,000.
105
Edinburgh Worldwide Investment Trust plc
13 Net asset value per ordinary share
2024 2023
2024
£’000
2023
£’000
Shareholders’ funds 170.40p 151.06p 634,603 584,737
Net asset value per ordinary share is based on the net assets as shown above and 372,426,908 (2023 – 387,094,641) ordinary
shares (excluding treasury shares), being the number of ordinary shares in issue at each year end.
At 31 October 2024 and 31 October 2023fl
is considered equal to their book value, hence there is no difference in the net asset value per share between including debt at
book, or fair value, in the calculation.
14 Analysis of change in net debt
The net asset value per ordinary share and the net asset value attributable to the ordinary shareholders at the year end calculated
in accordance with the Articles of Association were as follows:
At 1 October
2023
£’000
Cash flows
£’000
Exchange
movement
£’000
At 31 October
2024
£’00
Cash and cash equivalents 19,146 3,167 470 22,783
Loans due within one year (103,249) 8,000 3,505 (91,744)
(84,103) 11,167 3,975 (68,961)
15 Transactions with related parties and the Managers and Secretaries
The Directors’ fees for the year are detailed in the Directors’ remuneration report on page 77. No Director has a contract of service
with the Company. During the year no Director was interested in any contract or other matter requiring disclosure under section
412 of the Companies Act 2006.
Details of the management contract are set out in the Directors’ report on pages 61 and 62. The management fee payable to the
Managers by the Company for the year, as disclosed in note 3, was £3,317,000 (2023 – £4,241,000) of which £468,000 (2023 –
£879,000) was outstanding at the year end, as disclosed in note 10.
16 Contingencies, guarantees and financial commitments
At 31 October 2024 there are contingent assets not recognised in the Financial Statements in respect of potential deferred
proceeds from the SPAC acquisitions of two investee companies, which are estimated to be approximately £0.9 million
3 – £8.25 million from two investee companiesfifl
fi
17 Financial instruments
As an Investment Trust, the Company invests in listed and unlisted securities and makes other investments so as to meet its
investment objective of achieving long term capital growth. The Company borrows money when the Board and Managers
fi
fi
instruments and markets in which it invests.
These risks are categorised here as market risk (comprising currency risk, interest rate risk and other price risk), liquidity risk and
credit risk.
The Board monitors closely the Company’s exposures to these risks but does so in order to reduce the likelihood of a permanent
loss of capital rather than to minimise the short term volatility. Risk provides the potential for both losses and gains and in
assessing risk the Board encourages the Managers to exploit the opportunities that risk affords.
The risk management policies and procedures outlined in this note have not changed substantially from the previous accounting
period.
Financial report
Annual Report and Financial Statements 2024
106
17 Financial instruments (continued)
Market risk
flfifl
changes in market prices. This market risk comprises three elements – currency risk, interest rate risk and other price risk. The
Board of Directors reviews and agrees policies for managing these risks and the Company’s Investment Managers both assess
the exposure to market risk when making individual investment decisions and monitor the overall level of market risk across the
investment portfolio on an ongoing basis.
Details of the Company’s investment portfolio are shown in note 8 and on pages 25 to 29.
i. Currency risk
Certain of the Company’s assets, liabilities and income are denominated in currencies other than sterling (the Company’s
functional currency and that in which it reports its results). Consequently, movements in exchange rates may affect the sterling
value of those items.
The Managers monitor the Company’s exposure to foreign currencies and report to the Board on a regular basis. The Managers
assess the risk to the Company of the foreign currency exposure by considering the effect on the Company’s net asset value and
income of a movement in the rates of exchange to which the Company’s assets, liabilities, income and expenses are exposed.
fi
fi
which the company is quoted.
Foreign currency borrowings can limit the Company’s exposure to anticipated future changes in exchange rates which might
otherwise adversely affect the value of the portfolio of investments.
Exposure to currency risk through asset allocation, which is calculated by reference to the currency in which the asset or liability
is quoted, is shown below.
At 31 October 2024
Investments
£’000
Cash and
deposits
£’000
Bank
loans
£’000
Other debtors
andcreditors
£’000
Net
exposure
£’000
US dollar 570,590 21,820 (55,354) (749) 536,307
Japanese yen 17,821 – – – 17,821
New Taiwan dollar 7,481 – – – 7,481
Australian dollar 11,157 – – – 11,157
Hong Kong dollar 17,577 – – – 17,577
Danish krone 6,854 – – – 6,854
Swiss franc 1,997 – – 30 2,027
Euro 5,021 – (8,330) 63 (3,246)
Total exposure to currency risk 638,498 21,820 (63,684) (656) 595,978
Sterling 66,534 963 (28,060) (812) 38,625
705,032 22,783 (91,744) (1,468) 634,603
At 31 October 2023
Investments
£’000
Cash and
deposits
£’000
Bank
loans
£’000
Other debtors
andcreditors
£’000
Net
exposure
£’000
US dollar 546,628 18,181 (63,579) (922) 500,308
Japanese yen 12,005 – – – 12,005
Euro 4,987 – (9,233) (101) (4,347)
Hong Kong dollar 3,123 – – – 3,123
Danish krone 9,197 – – – 9,197
Swiss franc 1,044 – – 30 1,074
Australian dollar 7,685 – – – 7,685
Total exposure to currency risk 584,669 18,181 (72,812) (993) 529,045
Sterling 86,631 965 (30,437) (1,467) 55,692
671,300 19,146 (103,249) (2,460) 584,737
107
Edinburgh Worldwide Investment Trust plc
17 Financial instruments (continued)
i. Currency risk (continued)
Currency risk sensitivity
At 31 October 2024, if sterling had strengthened by 5% in relation to all currencies, with all other variables held constant, total
net assets and total return would have decreased by the amounts shown below. A 5% weakening of sterling against all currencies,
with all other variables held constant, would have had an equal but opposite effect on the Financial Statement amounts. The level
of change is considered to be reasonable based on observations of current market conditions. The analysis is performed on the
same basis for 2023.
2024
£’000
2023
£’000
US dollar 26,815 25,015
Japanese yen 891 600
New Taiwan dollar 374 –
Australian dollar 558 384
Hong Kong dollar 879 156
Danish krone 343 460
Swiss franc 101 54
Euro (162) (217)
29,799 26,452
ii. Interest rate risk
Interest rate movements may affect directly:
fi
fi
fi
fi
the valuation of that company’s equity.
fl
when making investment decisions and when entering borrowing agreements.
fi
fl
fi
levels are monitored and reviewed regularly by the Board. Movements in interest rates, to the extent that they affect the market
fi
premium to the net asset value (assuming that the Company’s share price is unaffected by movements in interest rates).
fifi
Financial assets
2024
Fair value
£’000
2024
Weighted
average
interest rate
2024
Weighted
average period
untilmaturity *
2023
Fair value
£’000
2023
Weighted
average
interest rate
2023
Weighted
average period
untilmaturity *
Cash and short term deposits:
US dollar 21,820 4.5% n/a 18,181 4.8% n/a
Sterling 963 4.2% n/a 965 4.5% n/a
* Based on expected maturity date.
The cash deposits generally comprise overnight call or short term money market deposits of less than one month which are
repayable on demand. The comparative index rate which determines the interest payments received on cash balances is the
Financial report
Annual Report and Financial Statements 2024
108
17 Financial instruments (continued)
ii. Interest rate risk (continued)
Financial liabilities
fifififl
fi
2024
Fair value
£’000
2024
Weighted
average
interest rate
2024
Weighted
average period
untilmaturity *
2023
Fair value
£’000
2023
Weighted
average
interest rate
2023
Weighted
average period
untilmaturity *
Bank loans:
Sterling 28,060 6.5% n/a 30,437 6.6% n/a
US dollar 55,354 6.7% n/a 63,579 5.9% n/a
Euro 8,330 5.2% n/a 9,233 3.7% n/a
* Based on expected maturity date.
Interest Rate Risk Profile
fifi
2024
£’000
2023
£’000
Floating rate:
Sterling denominated 28,060 30,437
US$ denominated 55,354 63,579
Euro denominated 8,330 9,233
91,744 103,249
Maturity profile
fifi
2024
£’000
2023
£’000
In less than three months:
Repayment of loans 91,744 103,249
Accumulated interest 1,315 1,556
93,059 104,805
Interest rate risk sensitivity
An increase of 100 basis points in interest rates, with all other variables held constant, would have decreased the Company’s total
net assets and total return for the year ended 31 October 2024 by £1,058,000 (2023 – decreased by £1,215,000). This is due to
fl
points would have had an equal but opposite effect.
iii. Other price risk
Changes in market prices other than those arising from interest rate risk or currency risk may also affect the value of the Company’s
net assets. The Board manages the market price risks inherent in the investment portfolio by ensuring full and timely access to
relevant information from the Managers. The Company’s portfolio of unlisted level 3 investments is not necessarily affected by
market performance, however the valuations are affected by the performance of the underlying securities in line with the valuation
criteria in note 1(e). The Board meets regularly and at each meeting reviews investment performance, the investment portfolio and
the rationale for the current investment positioning to ensure consistency with the Company’s objectives and investment policies.
The portfolio does not seek to reproduce the comparative index: investments are selected based upon the merit of individual
fl
Other price risk sensitivity
A full list of the Company’s investments is given on pages 25 to 29. In addition, a geographical analysis of the portfolio and an
analysis of the investment portfolio by broad industrial or commercial sector is given on pages 30 and 31.
109
Edinburgh Worldwide Investment Trust plc
17 Financial instruments (continued)
iii. Other price risk (continued)
Other Price Risk Sensitivity (continued)
82.1% (2023 – 84.0%) of the Company’s net assets are invested in quoted equities. A 10% increase in quoted equity valuations
at 31 October 2024 would have increased total assets and total return by £52,095,000 (2023 – increased total assets and total
return by £49,124,000). A decrease of 10% would have had an equal but opposite effect.
29.0% (2023 – 30.8%) of the Company’s net assets are invested in unlisted securities. The fair valuation of the unlisted investments
fl95 and 96).
A sensitivity analysis is provided below which recognises that the valuation methodologies employed involve subjectivity in their
fi
fl
in these variables would have on the end valuations, with the exception of the Recent Transaction Price valuation approach as it
fi
As at
31 October 2024
Valuation technique
Significant unobservable inputs*
Fair value of
investments
£’000
Key
unobservable
inputs
Other
unobservable
inputs
†
Range
Weighted
average
range
#
Sensitivity
%
Sensitivity to changes
in significant
unobservable inputs
Recent transaction
price
95,338 n/a a,b n/a
n/a
n/a n/a
Comparable
company
performance
68,198 Selection of
comparable
companies
a.b.c.f (‑21.8%)
to 12.8%
3.5% 10% If input comparable
company performance
changed by +/‑ 10%,
the fair value would
change by £5,437,367
and ‑£4,886,262.
Market approach
using comparable
trading multiples
17,401 EV/LTM
revenue
multiple
a,b,c,d 4.51x –
6.79x
5.29x 10% If EV/LTM Revenue
multiples changed
by +/‑ 10%, the fair
value would change
by £864,131 and
‑£864,474.
EV/NTM
revenue
multiple
§
a,b,c,d 4.52x 4.52x 10% If EV/NTM Revenue
multiple changed
by +/‑ 10%, the fair
value would change
by £140,432 and
‑£139,708.
Discount
for lack of
liquidity
e (10%) (10%) 10% If the illiquidity
discount is changed
by +/‑ 10%, the fair
value would change
by £138,713 and
‑£137,513.
Transaction
implied
premiums and
discounts
g 8.7% –
140.0%
66.7%
10% If the transaction
implied premium/
discount is changed
by +/‑ 10%, the fair
value would change
by £241,034 and
‑£238,811.
Adjusted price of
recent transaction
2,035
Insolvency risk
discount
a,b n/a 75.0% 10% If the weighting to
the insolvency risk
discount changed
by +/‑ 10%, the fair
value would change
by £805,641 and
‑£805,641.
Financial report
Annual Report and Financial Statements 2024
110
17 Financial instruments (continued)
iii. Other price risk (continued)
Other Price Risk Sensitivity (continued)
As at
31 October 2023
Valuation technique
Significant unobservable inputs*
Fair value of
investments
£’000
Key
unobservable
inputs
Other
unobservable
inputs
†
Range
Weighted
average
range
#
Sensitivity
%
Sensitivity to
changes in significant
unobservable inputs
Recent transaction
price
97,121 N/A a,b n/a n/a n/a n/a
Comparable
company
performance
77,481 Selection of
comparable
companies
a,b,c,f (27.9%)
– 24.2%
(3.4%) 10% If input comparable
company performance
changed by +/‑10%,
the fair value would
change by £6,053,422
and ‑£5,581,056.
Market approach
using comparable
trading multiples
5,455 EV/LTM
revenue
multiple
a,b,c,d 4.10 –
4.9x
6.5x 10% If EV/LTM multiples
changed by +/‑10%,
the fair value would
change by £454,432
and ‑£454,366.
Discount
for lack of
liquidity
e 10% n/a 10% If the illiquidity
discount is changed
by +/‑10%, the fair
value would change
by £60,652 and
‑£60,586.
†
fi
# Weighted average is calculated by reference to the fair value of holdings as at the respective year end. This therefore gives a clearer indication of
the typical multiple or adjustment being applied across the portfolio.
‡ See explanation for the selection of comparable companies on page 111fl
company value for the basket of comparable companies relevant to each holding since the most recent transaction or since the last assessed.
¶ Enterprise value (EV) divided by the last twelve months (LTM) revenue.
§ Enterprise value (EV) divided by the next twelve months (NTM) forecast revenue.
* Significant unobservable inputs
The variable inputs applicable to each broad category of valuation basis will vary dependent on the particular circumstances of
each unlisted company valuation. An explanation of each of the key variable inputs is provided below and includes an indication of
the range in value for each input, where relevant. The assumptions made in the production of the inputs are described in note 1(d)
on pages 95 and 96.
a. Application of valuation basis
Each investment is assessed independently, and the valuation basis applied will vary depending on the circumstances of each
investment. When an investment is pre‑revenue, the focus of the valuation will be on assessing the recent transaction and the
achievement of key milestones since investment. Adjustments may also be made depending on the performance of comparable
benchmarks and companies. For those investments where a trading Multiples approach can be taken, the methodology will
fi
fl
where appropriate forecasts are available.
b. Probability estimation of liquidation events
The probability of a liquidation event such as a company sale, or alternatively an initial public offering (‘IPO’), is a key variable
input in the Transaction‑based and Multiples‑based valuation techniques. The probability of an IPO versus a company sale
is typically estimated from the outset to be 50:50 if there has been no indication by the company of pursuing either of these
routes. If the company has indicated an intention to IPO, the probability is increased accordingly to 75% and if an IPO has
become a certainty the probability is increased to 100%. Likewise, in a scenario where a company is pursuing a trade sale
the weightings will be adjusted accordingly in favour of a sale scenario, or in a situation where a company is underperforming
fi
111
Edinburgh Worldwide Investment Trust plc
17 Financial instruments (continued)
iii. Other price risk (continued)
Significant unobservable inputs (continued)
c. Selection of comparable companies
The selection of comparable companies is assessed individually for each investment at the point of investment, and the
relevance of the comparable companies is continually evaluated at each valuation. The key criteria used in selecting
appropriate comparable companies are the industry sector in which they operate, the geography of the company’s operations,
the respective revenue and earnings growth rates and the operating margins. Typically, between 4 and 10 comparable
fi
resultant revenue or earnings multiples derived will vary depending on the companies selected and the industries they operate
in and can vary in the range of 1x to 10x.
d. Estimated sustainable earnings
fi
where it is not then sustainable revenues will be used in the valuation. The valuation approach will typically assess companies
based on the last twelve months of revenue or earnings, as they are the most recent available and therefore viewed as the most
reliable. Where a company has reliably forecasted earnings previously or there is a change in circumstance at the business
which will impact earnings going forward, then forward estimated revenue or earnings may be used instead.
e. Application of liquidity discount
The application of a liquidity discount will be applied either through the calibration of a valuation against the most recent
fi
fl
f. Selection of appropriate benchmarks
The selection of appropriate benchmarks is assessed individually for each investment. The industry and geography of
each company are key inputs to the benchmark selection, with either one or two key indices or benchmarks being used for
comparison.
g. Transaction implied premium and discount
Where there is an implied company valuation available as a result of an external arm’s length transaction, the ongoing valuation
will be calibrated to this by deriving a company valuation with reference to the average multiple from a set of comparable
companies and comparing this to a transaction implied valuation, and could result in an implied premium or discount compared
to comparable companies at the point of transaction. This discount or premium will be considered in future valuations, and may
be reduced due to factors such as period of time since the transaction and company performance. Where a calibrated approach
is not appropriate, a discount for illiquidity will be applied as noted in ‘e’ above.
Liquidity risk
fifi
fi
realisable. The Board monitors the exposure to any one holding.
The Company has the power to take out borrowings, which gives it access to additional funding when required. The Company’s
fi108.
Credit risk
This is the risk that a failure of a counterparty to a transaction to discharge its obligations under that transaction could result in
the Company suffering a loss.
This risk is managed as follows:
compared to the prospective investment return of the security in question;
fi
segregates the assets of the Company. The Managers monitor the Company’s risk by reviewing the Custodian’s internal control
fi
Transactions are ordinarily undertaken on a delivery versus payment basis whereby the Company’s Custodian bank ensures
that the counterparty to any transaction entered into by the Company has delivered on its obligations before any transfer of
cash or securities away from the Company is completed; and
fi
our banking provider is publicly available.
Financial report
Annual Report and Financial Statements 2024
112
17 Financial instruments (continued)
iii. Other price risk (continued)
Credit risk (continued)
As at 31 October 2024fi
debt by the issuer. There are no material amounts past due in relation to these securities. As these instruments (alongside the
ordinary share securities) are measuredfi
other price risk.
Credit risk exposure
The maximum exposure to credit risk at 31 October was:
2024
£’000
2023
£’000
Fixed interest investments 3,889 3,707
Cash and short term deposits 22,783 19,146
Debtors and prepayments 1,172 324
27,844 23,177
fi3 – none).
Fair value of financial assets and financial liabilities
fi
are measured at amortised cost, amortised cost is considered to be a reasonable approximation of fair value.
fl
are revolving credit facilities and as at 31 October 2024 amounted to £91,744,000 (2023 – £103,827,000).
Capital management
The capital of the Company is its share capital and reserves as set out in note 12 together with its borrowings (see note 10). The
objective of the Company is the achievement of long term capital growth by investing primarily in listed companies throughout
the world. The Company’s investment policy is set out on pages 42 to 43. In pursuit of the Company’s objective, the Board
has a responsibility for ensuring the Company’s ability to continue as a going concern and details of the related risks and how
they are managed are set out on page 70, pages 45 to 50 and pages 70 and 71, respectively. The Company has the authority
to issue and to buy back its shares (see pages 63 to 65) and changes to the share capital during the year are set out in note
11. Following shareholder approval at the General Meeting held on 18 December 2024, the Company has commenced the legal
process to reduce the Share Premium Account and create a new Distributable Capital Reserve to facilitate future distributions
to shareholders. The Company does not have any externally imposed capital requirements other than the covenants on its loans
which are detailed in note 10.
18 Subsequent events
strategy, execution and recent performance resulting in a comprehensive action plan to improve shareholder returns and
page 42). Shareholders also approved a resolution to, subject to Court approval, reduce the Share Premium Account to increase
the Company’s distributable reserves to give the Board additional headroom to continue the active capital return programme and
0742).
fi
found in the Chair’s statement on page 08. The notice seeks to remove all of the existing independent non‑executive Directors
and appoint alternate directors. If the resolutions are passed, their stated intention would be to remove the Investment Manager
and change the Investment Policy.
fi
Financial Statements or notes thereto up to 17
Shareholder
information
Shareholder information
Annual Report and Financial Statements 2024
114
Requisitioned General Meeting
and Annual General Meeting
The Requisitioned General Meeting (GM) and Annual
General Meeting (‘AGM’) of the Company will be held
fi
1 Greenside Row, Edinburgh EH1 3AN, on Friday,
11.45am and 12 noon (or as soon
thereafter the Requisitioned General Meeting has
concluded or been adjourned) respectively. Further
details of these meetings can be found in the Circular
which is available on the Company’s page of the
Managers’ website at edinburghworldwide.co.uk.
All Shareholders are encouraged to:
• VOTE AGAINST all the Saba Resolutions to be
proposed at the Requisitioned General Meeting.
• VOTE IN FAVOUR of all the AGM Resolutions to be
proposed at the AGM
Investors who hold their shares through an investment
platform provider or nominee are encouraged to
contact their investment platform provider or nominee
as soon as possible to arrange for their votes to be
lodged on their behalf. The Association of Investment
Companies’ guidance on how to vote through
investment platforms can be found on its website
(https://www.theaic.co.uk/how-to-vote-your-shares).
Shareholders are requested to complete and return
proxy appointments to the Registrar by one of the
following means:
(i) by completing and signing the relevant Form of
Proxy for use in relation to the Requisitioned
General Meeting and Annual General Meeting
By Rail:
Edinburgh Waverley – approximately a 5 minute walk away
By Bus:
Lothian Buses local services include:
1, 5, 7, 8, 10, 12, 14, 15, 15A, 16, 22, 25, 34
By Tram:
Stops at St Andrew Square and Leith Walk
Access to Waverley Train Station on foot
John
Lewis
A8 Princes Street
Ge
orge Street
Calton Square
Bus
Station
Omni
Centre
Balmoral
Hotel
L
e
i
t
h
S
t
r
e
e
t
Queen Street
W
a
t
e
r
l
o
o
P
l
a
c
e
C
a
l
t
o
n
H
i
l
l
C
a
l
t
o
n
R
o
a
d
St Andrew Square
Edinburgh
Waverley
Station
Leith
Walk
A7 North Bridge
York Place
G
r
e
e
n
sid
e
R
o
w
Tram
Stop
St Andrew Square
St Andrew Square
Tram
Stop
115
Edinburgh Worldwide Investment Trust plc
in accordance with the instructions printed
thereon and returning them by post, courier or
(during normal business hours only) by hand to
the Registrar at The Pavilions, Bridgwater Road,
Bristol BS99 6ZY;
(ii) by appointing a proxy electronically via the
Registrar’s online proxy voting service
www.investorcentre.co.uk/eproxy, (you will
need to create an online portfolio using your
Shareholder Reference Number on the relevant
Form of Proxy) (see Note 6 to the Notice of
Requisitioned General Meeting and Note 6 to
the Notice for AGM for instructions which can be
found on the Company’s page of the Manager’s
website at edinburghworldwide.co.uk);
(iii) in the case of certain institutional shareholders,
by using the Proxymity platform at
www.proxymity.io; or
(iv) in the case of CREST members, by using the
CREST electronic voting service by CREST
Proxy Instruction to the Registrar (CREST
Participant ID 3RA50) in accordance with the
procedures set out in the notes to the Notice of
the Requisitioned General Meeting and Notice of
the Annual General Meeting.
In each case, to be valid the proxy appointments must
be completed in accordance with the instructions
accompanying it and transmitted so as to be received
by the Registrar as soon as possible and, in any event,
• FOR THE REQUISITIONED GENERAL MEETING
BY NO LATER THAN 11.45 A.M. ON 12 FEBRUARY
2025;
• FOR THE AGM BY NO LATER THAN 12 NOON ON
12FEBRUARY 2025.
We would note that platform deadlines for voting are
likely to be earlier than this date so shareholders who
hold their shares through platforms should engage
with their platform provider in early course.
Appointing a proxy online, completing, signing and
returning the hard copies Forms of Proxy or completing
and transmitting a CREST Proxy Instruction will not
preclude shareholders from attending and voting at
the Requisitioned General Meeting or the Annual
General Meeting in person, should they so wish and
In accordance with current best practice and to ensure
fl
will be proposed that at both the Requisitioned General
Meeting and the AGM voting will be conducted by way
of a poll vote rather than by a show of hands, and the
relevant procedures will be explained at the Meetings.
Should you or, if appointed, your proxy, wish to
view the AGM and Requisitioned General Meeting
electronically, please get in touch with the Managers
at enquiries@bailliegifford.com, who will be able to
provide you with details and instructions for doing so.
Please note you will not be able to vote and you will not
be counted as part of the quorum but you will have the
opportunity to watch the Managers’ presentation.
Should shareholders have questions for the Board or
the Managers or any queries as to how to vote, they
are welcome as always to submit them by email to
enquiries@bailliegifford.com or call 0800 917 2113.
Baillie Gifford may record your call. Further details on
voting can be found on pages 16 to 19 of the Circular
(see the Company’s page of the Managers’ website
edinburghworldwide.co.uk).
If you are in any doubt as to the action you should
take, you are recommended to seek your own
financial and/or legal advice immediately from your
stockbroker, bank manager, solicitor, accountant or
other independent financial adviser authorised under
FSMA if you are resident in the United Kingdom or, if
not, from another appropriately authorised independent
financialadviser.
Shareholder information
Annual Report and Financial Statements 2024
116
Edinburgh Worldwide is an investment
trust. Investment trusts offer investors the
following:
fi
managers; and
fi
investors are still liable for capital gains tax on
fi
How to invest
The Company’s shares are traded on the London
Stock Exchange. They can be bought by placing an
order with a stockbroker or by asking a professional
adviser to do so. If you are interested in investing
directly in Edinburgh Worldwide, you can do so
online. There are a number of companies offering
real time online dealing services.
Sources of further information on the
Company
The ordinary shares of the Company are listed on the
London Stock Exchange and their price is shown in
the Financial Times and The Scotsman under ‘Equity
Investment Instruments’. The price of shares can also
be found on the Company’s page on Baillie Gifford’s
website at edinburghworldwide.co.uk, Trustnet
at trustnet.co.ukfi
Company factsheets are also available on the Baillie
Gifford website and are updated monthly. These are
available from Baillie Gifford on request.
Edinburgh Worldwide share identifiers
ISIN GB00BHSRZC82
Sedol BHSRZC8
Ticker EWI
fi
Key dates
The Company pays the minimum permissible level of
fi
was payable this would be due soon after the Annual
General Meeting.
Share register enquiries
Computershare Investor Services PLC maintains the
share register on behalf of the Company. In the event
This helpline also offers an automated self‑service
functionality (available 24 hours a day, 7 days a
week) which allows you to:
fi
fi
and Stock Transfer forms.
By quoting the reference number on your share
fi
Registrar’s website at investorcentre.co.uk.
Further shareholder
information
117
Edinburgh Worldwide Investment Trust plc
They also offer a free, secure, share management
website service which allows you to:
price of your shares;
shareholding;
Company, including the Annual Report and
Financial Statements, in electronic format;
details; and
To take advantage of this service, please log in at
investorcentre.co.uk and enter your Shareholder
Reference Number and Company Code (this
information can be found on the last dividend
fi
Electronic proxy voting
If you hold stock in your own name you can choose
to vote by returning proxies electronically at
eproxyappointment.com.
If you have any questions about this service please
contact Computershare on 0370 707 1643.
CREST proxy voting
If you are a user of the CREST system (including
a CREST Personal Member), you may appoint one
or more proxies or give an instruction to a proxy by
having an appropriate CREST message transmitted.
For further information please refer to the CREST
Manual.
Voting via an investment platform
If you are a shareholder who holds shares via a
platform, you should be able to exercise your right to
vote by contacting the platform provider directly. You
can instruct the platform how to vote your shares
or ask to be appointed as a proxy in respect of your
shareholding should you wish to attend, speak and
vote at the Requisitioned General Meeting or the
Annual General Meeting. Further guidance can
be obtained from your platform provider or the
Association of Investment Companies at aic.co.uk/
how-to-vote-your-shares.
Data protection
The Company is committed to ensuring the
fi
provided to it. Further details on how personal data
is held and processed on behalf of the Company
can be found in the privacy policy available on the
Company’s website edinburghworldwide.co.uk.
Alternative Investment Fund Managers
(AIFM) Directive
In accordance with the Alternative Investment
Fund Managers Directive, information in relation to
the Company’s leverage and the remuneration of
the Company’s AIFM, Baillie Gifford & Co Limited,
is required to be made available to investors.
In accordance with the Directive, the AIFM’s
remuneration policy is available at bailliegifford.com or
on request (see contact details on the back cover) and
the numerical remuneration disclosures in respect of
the AIFM’s relevant reporting period are also available
at bailliegifford.com. The Company’s maximum and
actual leverage levels (see Glossary of terms and
Alternative Performance Measures on pages 122 to
124) at 31 October 2024 are shown below:
Leverage
Gross
method
Commitment
method
Maximum limit 2.50:1 2.00:1
Actual 1.14:1 1.15:1
Automatic Exchange of Information
fi
legislation relating to the automatic exchange
Trust plc is required to collect and report certain
information about certain shareholders.
The legislation requires investment trust companies
to provide personal information to HMRC on certain
investors who purchase shares in investment trusts.
Accordingly, Edinburgh Worldwide Investment Trust
plc will have to provide information annually to
the local tax authority on the tax residencies of a
fi
and corporate entities.
Shareholders, excluding those whose shares are
held in CREST, who come on to the share register
fi
of collecting this information.
Shareholder information
Annual Report and Financial Statements 2024
118
For further information, please see HMRC’s Quick
Guide: Automatic Exchange of Information –
information for account holders gov.uk/guidance/
automatic-exchange-of-information-account-holders.
Third party data provider disclaimer
No third party data provider (‘Provider’) makes any
warranty, express or implied, as to the accuracy,
completeness or timeliness of the data contained
herewith nor as to the results to be obtained by
recipients of the data. No Provider shall in any
way be liable to any recipient of the data for any
inaccuracies, errors or omissions in the index data
included in this document, regardless of cause,
or for any damages (whether direct or indirect)
resulting therefrom.
No Provider has any obligation to update, modify
or amend the data or to otherwise notify a recipient
thereof in the event that any matter stated herein
changes or subsequently becomes inaccurate.
Without limiting the foregoing, no Provider shall have
any liability whatsoever to you, whether in contract
(including under an indemnity), in tort (including
negligence), under a warranty, under statute or
otherwise, in respect of any loss or damage suffered
by you as a result of or in connection with any
opinions, recommendations, forecasts, judgements,
or any other conclusions, or any course of action
determined, by you or any third party, whether or
not based on the content, information or materials
contained herein.
S&P Index data
The S&P Global Small Cap Index (‘Index’) is a
product of S&P Dow Jones Indices LLC, a division
fi
& Poor’s® and S&P® are registered trademarks of
Standard & Poor’s Financial Services LLC, a division
of S&P Global (‘S&P’); Dow Jones® is a registered
trademark of Dow Jones Trademark Holdings LLC
(‘Dow Jones’). Neither S&P Dow Jones Indices
LLC, Dow Jones Trademark Holdings LLC, their
fi
representation or warranty, express or implied, as
to the ability of any index to accurately represent
the asset class or market sector that it purports to
represent and neither S&P Dow Jones Indices LLC,
fi
nor their third party licensors shall have any liability
for any errors, omissions, or interruptions of any
index or the data included therein.
MSCI Index data
Source: MSCI. The MSCI information may only be
used for your internal use, may not be reproduced
or redisseminated in any form and may not be
fi
instruments or products or indices. None of the MSCI
information is intended to constitute investment
advice or a recommendation to make (or refrain from
making) any kind of investment decision and may
not be relied on as such. Historical data and analysis
should not be taken as an indication or guarantee
of any future performance analysis, forecast or
prediction. The MSCI information is provided on an
‘as is’ basis and the user of this information assumes
the entire risk of any use made of this information.
fi
involved in or related to compiling, computing or
creating any MSCI information (collectively, the
‘MSCI Parties’) expressly disclaims all warranties
(including, without limitation, any warranties of
originality, accuracy, completeness, timeliness,
fi
particular purpose) with respect to this information.
Without limiting any of the foregoing, in no event
shall any MSCI Party have any liability for any direct,
indirect, special, incidental, punitive, consequential
fi
other damages (msci.com).
FTSE Index data
London Stock Exchange Group plc and its group
undertakings (collectively, the ‘LSE Group’).
4. FTSE Russell is a trading
‘FTSE®’ ‘Russell®’, ‘FTSE Russell®’, is/are a trade
mark(s) of the relevant LSE Group companies and
is/are used by any other LSE Group company under
license. All rights in the FTSE Russell indexes or
data vest in the relevant LSE Group company which
owns the index or the data. Neither LSE Group
nor its licensors accept any liability for any errors
or omissions in the indexes or data and no party
may rely on any indexes or data contained in this
communication. No further distribution of data from
the LSE Group is permitted without the relevant
endorse the content of this communication.
119
Edinburgh Worldwide Investment Trust plc
Communicating
with shareholders
Trust magazine Edinburgh Worldwide Investment Trust web page at
edinburghworldwide.co.uk
Trust magazine
Trust is the Baillie Gifford investment trust magazine
which is published twice a year. It provides an insight
to our investment approach by including interviews
with our fund managers, as well as containing
investment trust news, investment features and
articles about the trusts managed by Baillie Gifford,
including Edinburgh Worldwide. Trust plays an
important role in helping to explain our products
You can subscribe to Trust magazine or view a digital
copy at bailliegifford.com/trust.
Suggestions and questions
Any suggestions on how communications with
shareholders can be improved are welcome. Please
contact the Baillie Gifford Client Relations Team
(see contact details in the ‘Further Information’ box
on the back cover) and give them your suggestions.
They will also be very happy to answer questions
that you may have about Edinburgh Worldwide.
Edinburgh Worldwide on the Web
Up‑to‑date information about Edinburgh Worldwide
can be found on the Company’s page of the
Managers’ website at edinburghworldwide.co.uk
and at www.trustewit.comfi
on Edinburgh Worldwide, including recent portfolio
fi
Client relations team contact details
You can contact the Baillie Gifford Client Relations
Team by telephone, email or post:
Telephone: 0800 917 2113
Your call may be recorded for training or monitoring
purposes.
Email: enquiries@bailliegifford.com
Website: bailliegifford.com
Address:
Baillie Gifford Client Relations Team
Calton Square
1 Greenside Row
Edinburgh EH1 3AN
Please note that Baillie Gifford is not permitted
to give financial advice. If you would like advice,
please ask an authorised intermediary.
Shareholder information
Annual Report and Financial Statements 2024
120
Edinburgh Worldwide
Manager Update
by Svetlana Viteva and Luke Ward
Portfolio Managers, Svetlana
Viteva and Luke Wark
discuss Edinburgh Worldwide
Small cap strife: big
opportunities
by Douglas Brodie
Exploring the transformative
potential of small‑cap companies
such as DexCom, Tesla and Axon.
PsiQuantum: the leap to
quantum computing
by Svetlana Viteva and Luke Ward
How PsiQuanum is ushering in a
new type of computer that could
change the way medicines are
invested and make renewables
fi
121
Edinburgh Worldwide Investment Trust plc
The EU Sustainable Finance Disclosure Regulation
(‘SFDR’) does not have a direct impact in the
UK due to Brexit, however, it applies to third‑
country products marketed in the EU. As Baillie
Gifford Japan is marketed in the EU by the AIFM,
Placement Regime (‘NPPR’) the following disclosures
have been provided to comply with the high‑level
requirements of SFDR.
The AIFM has adopted Baillie Gifford & Co’s ESG
Principles and Guidelines as its policy on integration
of sustainability risks in investment decisions.
fi
approach to business is fundamentally out of line
fi
‘sustainability’ as a deliberately broad concept which
encapsulates a company’s purpose, values, business
model, culture, and operating practices.
Baillie Gifford & Co’s approach to investment
growth businesses that enjoy sustainable
competitive advantages in their marketplace.
fi
performance, undertaking proprietary research
company and a view on its long‑term prospects.
This includes the consideration of sustainability
factors (environmental, social and/or governance
matters) which it believes will positively or negatively
flfi
Sustainable Finance Disclosure
Regulation (‘SFDR’)
value of investment due to the occurrence of
factors including but not limited to the type,
or condition, prevailing market conditions and
existence of any mitigating factors.
Whilst consideration is given to sustainability
matters, there are no restrictions on the investment
universe of the Company, unless otherwise
Baillie Gifford & Co can invest in any companies it
fi
investors. However, this might result in investments
being made in companies that ultimately cause a
negative outcome for the environment or society.
More detail on the Investment Manager’s approach
to sustainability can be found in the ESG Principles
and Guidelines document, available publicly on the
Baillie Gifford website bailliegifford.com and by
scanning the QR code below.
The underlying investments do not take into account
the EU criteria for environmentally sustainable
economic activities established under the EU
Taxonomy Regulation.
Shareholder information
Annual Report and Financial Statements 2024
122
fifi
fiflfififi
fi
Total assets
fi
liabilities (other than liabilities in the form of borrowings).
Net Asset Value (‘NAV’)
Also described as shareholders’ funds, net asset value is the value of total assets less liabilities (including
borrowings). Net asset value can be calculated on the basis of borrowings stated at book value and fair
value. An explanation of each basis is provided below. The net asset value per share is calculated by dividing
this amount by the number of ordinary shares in issue excluding any shares held in treasury.
Net Asset Value (borrowings at book value)
Borrowings are valued at their nominal book value. The value of the borrowings at book and fair value are
set out on page 108.
Net Asset Value (borrowings at fair value) (APM)
Borrowings are valued at an estimate of their market worth. The value of the borrowings at book and fair
value are set out on page 108.
Net Asset Value (reconciliation of NAV at book value to NAV at fair value)
2024
£’000
2023
£’000
Net asset value per ordinary share (borrowings at book value) 170.40p 151.06p
Shareholders’ funds (borrowings at book value) £634,603 £584,737
Add: book value of borrowings £91,744 £103,249
Less: fair value of borrowings (£91,744) (£103,249)
Shareholders’ funds (borrowings at fair value) £634,603 £584,737
Number of shares in issue 372,426,908 387,094,641
Net asset value per ordinary share (borrowings at fair value) 170.40p 151.06p
At 31 October 2024 and 31 October 2023fl
borrowings and their fair value is considered equal to their book value, hence there is no difference in the
net asset value at book value and fair value.
Glossary of terms and Alternative
Performance Measures (‘APM’)
123
Edinburgh Worldwide Investment Trust plc
Net liquid assets
Net liquid assets comprise current assets less current liabilities, excluding borrowings.
Discount/premium (APM)
As stock markets and share prices vary, an investment trust’s share price is rarely the same as its net asset
value. When the share price is lower than the net asset value per share it is said to be trading at a discount.
The size of the discount is calculated by subtracting the share price from the net asset value per share and
is usually expressed as a percentage of the net asset value per share. If the share price is higher than the
net asset value per share, this situation is called a premium.
2024 2023
Net asset value per ordinary share (a) 170.40p 151.06p
Share price (b) 157.40p 124.80p
(Discount)/premium ((b) – (a)) ÷ (a) (7.6%) (17.4%)
Total return (APM)
The total return is the return to shareholders after reinvesting the net dividend on the date that the share
price goes ex‑dividend.
Compound annual return (APM)
The compound annual return converts the return over a period of longer than one year to a constant annual
rate of return applied to the compound value at the start of each year.
Leverage (APM)
For the purposes of the Alternative Investment Fund Managers (‘AIFM’) Regulations, leverage is any method
which increases the Company’s exposure, including the borrowing of cash and the use of derivatives. It is
expressed as a ratio between the Company’s exposure and its net asset value and can be calculated on a
gross and a commitment method. Under the gross method, exposure represents the sum of the Company’s
positions after the deduction of sterling cash balances, without taking into account any hedging and netting
arrangements. Under the commitment method, exposure is calculated without the deduction of sterling cash
fi
at 31 October 2024 are detailed on page 117.
Active share (APM)
Active share, a measure of how actively a portfolio is managed, is the percentage of the portfolio that
Shareholder information
Annual Report and Financial Statements 2024
124
Gearing (APM)
At its simplest, gearing is borrowing. Just like any other public company, an investment trust can borrow
money to invest in additional investments for its portfolio. The effect of the borrowing on the shareholders’
assets is called ‘gearing’. If the Company’s assets grow, the shareholders’ assets grow proportionately more
because the debt remains the same. But if the value of the Company’s assets falls, the situation is reversed.
Gearing can therefore enhance performance in rising markets but can adversely impact performance in
falling markets.
Gearing is the Company’s borrowings at book value less cash and cash equivalents (including any
outstanding trade settlements) expressed as a percentage of shareholders’ funds.
2024
£’000
2023
£’000
Borrowings (at book value) £91,744 £103,249
Less: cash and cash equivalents (£22,783) (£19,146)
Less: sales for subsequent settlement (£188) –
Add: purchases for subsequent settlement £332 –
Add: buy‑backs awaiting settlement £171 £128
Adjusted borrowings (a) £69,276 £84,231
Shareholders’ funds (b) £634,603 £584,737
Gross gearing (a) as a percentage of (b) 11% 14%
Potential gearing is the Company’s borrowings expressed as a percentage of shareholders’ funds.
2024
£’000
2023
£’000
Borrowings (at book value) (a) £91,744 £103,249
Shareholders’ funds (b) £634,603 £584,737
Potential gearing (a) as a percentage of (b) 14% 18%
Ongoing charges (APM)
The total expenses (excluding dealing and borrowing costs) incurred by the Company as a percentage of the
daily average net asset value (with borrowings at market value), as detailed below.
2024
£’000
2023
£’000
Investment management fee £3,317 £4,241
Other administrative expenses £1,520 £915
Total expenses (a) £4,837 £5,156
Average daily cum‑income net asset value
(with debt at fair value)
(b) £638,804 £731,407
Ongoing charges (a) as a percentage of (b) 0.76% 0.70%
Share split
A share split (or stock split) is the process by which a company divides its existing shares into multiple
shares. Although the number of shares outstanding increases, the total value of the shares remains the
same with respect to the pre‑split value.
Unlisted (private) company
An unlisted company means a company whose shares are not available to the general public for trading
125
Edinburgh Worldwide Investment Trust plc
Company
information
Directors
Chair: Jonathan Simpson‑Dent
Mary Gunn
Helen James
Jane McCracken
Caroline Roxburgh
Mungo Wilson
Registrar
Computershare Investor
Services PLC
The Pavilions
Bridgwater Road
Bristol BS99 6ZZ
T: +44 (0)370 707 1643
Alternative Investment Fund
Managers, Secretaries and
Registered Office
Baillie Gifford & Co Limited
Calton Square
1 Greenside Row
Edinburgh EH1 3AN
T: +44 (0)131 275 2000
bailliegifford.com
Depositary
The Bank of New York Mellon
(International) Limited
1 Canada Square
London E14 5AL
Company Broker
Deutsche Numis
45 Gresham Street
London EC2V 7BF
Independent Auditor
Ernst & Young LLP
25 Churchill Place
Canary Wharf
London E14 5EY
Company details
edinburghworldwide.co.uk
Company Registration No. SC184775
ISIN: GB00BHSRZC82
Sedol: BHSRZC8
Ticker: EWI
fi
213800JUA8RKIDDLH380
Further information
Client Relations Team
Baillie Gifford & Co
Calton Square
1 Greenside Row
Edinburgh EH1 3AN
T: +44 (0)800 917 2113
enquiries@bailliegifford.com
Calton Square, 1 Greenside Row, Edinburgh EH1 3AN
Telephone +44 (0)131 275 2000
edinburghworldwide.co.uk