Fidelity European Trust Plc - Results of the Scheme and Issue of New Shares

Fidelity European Trust Plc - Results of the Scheme and Issue of New Shares

PR Newswire

LONDON, United Kingdom, September 26

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED IN IT ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN, INTO OR FROM THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA, ANY MEMBER STATE OF THE EUROPEAN ECONOMIC AREA OR ANY OTHER JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL.

This announcement is not an offer to sell, or a solicitation of an offer to acquire, securities in the United States or in any other jurisdiction in which the same would be unlawful. Neither this announcement nor any part of it shall form the basis of or be relied on in connection with or act as an inducement to enter into any contract or commitment whatsoever.

FOR IMMEDIATE RELEASE

26 September 2025

Fidelity European Trust PLC

Legal Entity Identifier: 549300UC0QPP7Y0W8056

Combination with Henderson European Trust plc

Results of the Scheme and Issue of New Shares

Results of the Scheme

In connection with the combination of the assets of Fidelity European Trust PLC (the "Company" or "FEV") with the assets of Henderson European Trust plc ("HET"), which was approved by HET Shareholders earlier today, the FEV Board is pleased to announce that the Company will acquire approximately £462.7 million of net assets from HET in consideration for the issue of 111,902,155 New Shares to HET Shareholders in accordance with the Scheme.

The number of New Shares to be issued was calculated based on a FEV FAV per Share of 413.499300 pence and a Rollover FAV per HET Share of 210.965548 pence, producing a conversion ratio of approximately 0.510196 New Shares for every HET Share rolling over, each calculated in accordance with the Scheme. As set out in the shareholder circular published by the Company on 21 August 2025 (the "Circular"), fractional entitlements to New Shares arising out of the conversion ratio will not be issued under the Scheme and entitlements will be rounded down to the nearest whole number of New Shares.

Issue of New Shares

Applications have been made for the 111,902,155 New Shares to be admitted to listing on the closed-ended investment funds category of the Official List of the Financial Conduct Authority and to trading on the main market for listed securities of the London Stock Exchange (together, "Admission"). It is expected that Admission will take place at 8.00 a.m. on 29 September 2025.

Following the issue of the New Shares noted above, the Company's share capital will consist of 514,832,678 ordinary shares of 2.5 pence each (excluding shares held in treasury), with each share holding one voting right, and an additional 13,517,387 ordinary shares held in treasury.

The figure of 514,832,678 Shares may be used by Shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in voting rights, or a change to their interest in the Company, under the Disclosure Guidance and Transparency Rules.

Novation of the HET Loan Notes

In accordance with the terms of the Scheme, following the passing of the HET Resolution at the Second HET General Meeting held today, the Company has also been substituted as the issuer and sole debtor of HET's privately placed: (i) €25,000,000 1.53 per cent. unsecured Series A Senior Notes due 31 January 2047; and (ii) €10,000,000 1.66 per cent. unsecured Series B Senior Notes due 31 January 2052.

The Chairman of the Company, Davina Walter, commented:

"We are pleased to offer both our new and existing shareholders a number of compelling benefits as a result of the combination. We aim to be the 'go to trust' for investing in Europe as the Company is well positioned to continue to deliver attractive returns, with shareholders also benefitting from a reduced management fee and a lower ongoing costs ratio."

Capitalised terms used but not defined in this announcement will have the same meaning as set out in the Circular.

For further information please contact:

FIL Investment Services (UK) Limited	[phone]
Claire Dwyer Daniel Summerland Dominic Newman
Dickson Minto Advisers LLP (Sponsor & Financial Adviser to FEV)	[phone]
Douglas Armstrong Andrew Clark Jamie Seedhouse

Important Information

This announcement is not for publication or distribution, directly or indirectly, in or into the United States of America. This announcement is not an offer of securities for sale into the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States, except pursuant to an applicable exemption from registration. No public offering of securities is being made in the United States.

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