21 January 2026

Franklin Global Trust plc

Legal Entity Identifier: 549300RKB85NFVSTBM94

Publication of Circular

Recommended Proposals for the voluntary winding-up and reconstruction of the Company and merger with Invesco Global Equity Income Trust plc

Introduction

Further to the Company's announcement on 13 November 2025, the Board of Franklin Global Trust plc (the Company or FRGT) announces that it has today published a shareholder circular (the Circular) setting out proposals for the recommended winding-up of the Company and merger with Invesco Global Equity Income Trust plc (IGET) (the Proposals).

The Proposals, which are unanimously recommended by the Board, comprise a members' voluntary liquidation (solvent liquidation) and a scheme of reconstruction of the Company pursuant to which Shareholders will be entitled, in respect of their shareholdings, to:

(a)        receive New IGET Shares (the Rollover Option);

(b)        elect to receive cash (the option to receive cash will be unlimited, with all valid elections accepted and can be made in respect of all or part of their shareholding) (the Cash Option).

The Rollover Option is the default option under the Scheme for all Eligible Shareholders. The Cash Option will be at a discount of 2 per cent. to the Cash Pool FAV.

The Proposals are conditional, among other things, on Shareholder approval. Notices of the First General Meeting, to be held at 11.30 a.m. on 18 February 2026, and the Second General Meeting, to be held at 10.00 a.m. on 27 February 2026, in each case at the offices of Dentons UK and Middle East LLP, 1 Fleet Place, London EC4M 7WS are contained in the circular.

The Circular has been submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism and on the Company's website at https://www.franklinglobaltrust.com/. The Proposals are also conditional on the approval by IGET Shareholders, at the IGET General Meeting, of the issue of the New IGET Shares.  Invesco has produced an information document in relation to IGET which is available at https://www.invesco.com/content/dam/invesco/uk/en/product-documents/investment-trust/fund/other-documents/invesco-global-equity-income-trust-plc_explainer-document_en-uk.pdf .

The Proposals

Background to the Proposals

The Board has been conscious for some time of the challenges facing the Company, most notably disappointing investment performance and diminishing size. The Company's performance has had a significant impact on demand for the Company's Shares, which given the Company's zero discount policy, has resulted in the Company repurchasing a significant number of its own Shares. This has had a material impact on the size of the Company, with the Company's market capitalisation reducing from £310m to £174m over the last five years[1].

After consulting with the Company's major Shareholders about their objectives for their holdings in the Company, the Board conducted a thorough review of the Company's investment management arrangements with proposals sought from a number of parties. The Board believes that, among the options considered, the proposal put forward by IGET offers significant benefits and that the merger represents a compelling outcome for Shareholders.

Benefits of the Proposals

The Directors believe that the Proposals will have the following benefits for Shareholders who elect, or are deemed to elect, for the Rollover Option:

·      Strong absolute and relative investment performance - For the period to 31 December 2025, IGET has outperformed all Global Equity Income peers over three and five years and has outperformed all Global Equity peers over five years, in both NAV and share price total returns. IGET has delivered a NAV total return of 99.0 per cent. over five years, outperforming the IGET Benchmark total return of 81.8 per cent. over the corresponding period. IGET has delivered Share price total returns of 76.1 per cent. and 113.0 per cent. over three and five years respectively.

·      Access to the market leading resources of Invesco - The enlarged IGET is managed by Invesco, a subsidiary of Invesco Limited, a global asset manager with US$2.17 trillion of AUM, including US$34.3 billion managed by the Invesco Global Equities team (as at 31 December 2025). IGET benefits from the expertise of its award-winning portfolio managers, Stephen Anness and Joe Dowling and from the depth of resource and experience offered by the wider Global Equities team.

·      Improved share rating - Shareholders are expected to benefit from an immediate uplift in value should the relative trading levels continue, with IGET currently trading on a premium NAV of 2.0 per cent compared to FRGT's discount to NAV of 1.7 per cent as at the Latest Practicable Date.

·      Scale - It is expected that the merger will deliver a significant increase in the size of the enlarged IGET, with net assets of around £465 million following the merger, depending on cash elections. With greater scale, the enlarged IGET is expected to appeal to a broader range of investors, which should result in higher trading volume and market liquidity in the enlarged IGET's shares compared to either FRGT or IGET historically.

·      Enhanced dividend - IGET has adopted and will maintain an enhanced dividend policy, which pays an annual dividend of at least 4 per cent. of the unaudited previous year-end NAV, paid quarterly in equal amounts.

·      Opportunity for full cash realisation - Shareholders will have the opportunity to elect to realise some or all of their holding for cash, should they not wish to roll over into IGET.

·      Cost Contributions - Shareholders opting for the Rollover Option should be largely insulated from the costs of the Scheme because of the Cost Contributions, as a result of which any impact to NAV per share for shareholders of the enlarged IGET is expected to be immaterial.

·      Tax-efficient rollover - UK Shareholders will have the opportunity to roll over their investment from the Company to IGET without triggering a charge to tax on capital gains.

Entitlements under the Scheme

Under the Scheme, each Shareholder on the Register on the Record Date may elect to receive:

(a)        such number of New IGET Shares as have a value equal to the FRGT FAV per Share multiplied by the number of Ordinary Shares so elected, or deemed elected, for the Rollover Option; or

(b)        an amount of cash equal to the Cash Pool FAV per Share multiplied by the number of Ordinary Shares so elected, being the Cash Option.

Shareholders can make different Elections in respect of different parts of their holdings.

The default option under the Scheme for Eligible Shareholders is to receive New IGET Shares, meaning that Shareholders who, in respect of all or part of their holding of Ordinary Shares, do not make a valid Election, will be deemed to have elected for New IGET Shares in respect of such holding. If you wish to receive New IGET Shares in respect of all of your Ordinary Shares, there is no need to complete and return a Form of Election (which you will receive if you hold your Ordinary Shares in certificated form) or to submit a TTE Instruction (if you hold your Ordinary Shares in uncertificated form).

If you wish to receive cash in respect of all or part of your holding of Shares, you must either complete and return a Form of Election or submit a TTE Instruction (depending on how your Shares are held) in respect of the number of Shares for which you wish to make an Election for the Cash Option. You will be deemed to have elected to receive New IGET Shares in respect of the remainder of your holding.

After allocating cash and other assets to the Liquidation Pool to meet all known and unknown liabilities of the Company and other contingencies, including the Retention and the entitlements of any Dissenting Shareholders, there shall be appropriated to the Cash Pool and the Rollover Pool the remaining assets of the Company. Such appropriation includes the application of a discount of 2 per cent. to the FRGT FAV per Share, in relation to those Shares in respect of which Shareholders have elected to receive cash. The value arising from the application of the Cash Option Discount shall be allocated for the benefit of FRGT Shareholders and will be applied first as an adjustment to the FRGT FAV per Share in calculating the Rollover Pool FAV per Share up to an amount equal to a pro rata allocation of FRGT's Direct Transaction Costs per FRGT Share elected for the Rollover Option, with any balance remaining allocated to the enlarged IGET. In the week commencing 16 March 2026, it is expected that the Liquidators shall distribute to Shareholders who have elected for the Cash Option their Cash Entitlements, being rounded down to the nearest penny.

For illustrative purposes only, had the Calculation Date been 5.00 p.m. on the Latest Practicable Date and assuming that no Shareholders exercise their right to dissent from participation in the Scheme and 20 per cent. of Shareholders opt for the Cash Option, the FRGT FAV per Share would have been 364.22 pence and the Cash Pool FAV per Share would have been 355.42 pence. The FRGT FAV per Share and the Cash Pool FAV per Share may be compared with the Company's Share price and cum-income NAV per Share as at 16 January 2026 which were 358.00 pence and 364.32 pence, respectively.

For illustrative purposes only, the IGET FAV per Share would have been 372.72 pence, which may be compared with the IGET share price and cum-income NAV per IGET share as at 16 January 2026 which were 380.00 pence and 372.72 pence, respectively. On the basis of the above, the Rollover Option would have produced a Conversion Ratio of 0.977186 and, in aggregate, 37,992,722 New IGET Shares would have been issued under the Scheme, representing approximately 32.7 per cent. of the issued ordinary share capital of the enlarged IGET immediately following the completion of the Scheme. The enlarged IGET would also then pay listing fees in relation to the listing of the New IGET Shares and any acquisition costs and taxes on the transfer of the Rollover Pool.

The above figures are for illustrative purposes only and do not represent forecasts. The FRGT FAV per Share and IGET FAV per Share and Shareholders' entitlements under the Proposals may materially change up to the Effective Date as a result of, inter alia, changes in the value of investments.

Dividends

As an investment trust, the Company is not permitted to retain more than 15 per cent. of its income in any accounting period. The Company's accounting period ends on 31 January and will therefore be required to make a payment for the period from 1 February until the Effective Date. In advance of the Effective Date the Company will declare an interim dividend of 0.45 pence per Ordinary Share in respect of the accounting period which will end on the Effective Date.

For the avoidance of doubt, Shareholders receiving New IGET Shares under the Scheme will, in respect of those New IGET Shares, be entitled to the 4^th quarterly dividend payable by IGET.

Management of the Company's portfolio prior to the implementation of the Scheme

As announced on 16 January 2026, the Board has instructed FTITML not to make any new investments in stocks and non-cash assets, and if FTITML were to sell stocks or non-cash assets in the usual course of management they are to be held as cash or invested into (i) the iShares MSCI ACWI UCITS ETF - USD, in order to maintain market exposure in line with the Company's benchmark which is MSCI All Country World Index; and/or (i) a cash-like instrument such as gilts or other short-term highly liquid securities. No new investment in a single instrument shall exceed more than 10 per cent. of the total assets of the Company at the time of investment, in accordance with the Company's investment policy.

The intention of these instructions is to reduce the risk of any negative impact on Shareholder value until the Scheme Effective Date.

Between the First General Meeting and ahead of the Effective Date, the Company's investment portfolio will be realigned to ensure that the Company has sufficient cash to meet the amounts expected to be due under the Cash Option and assets suitable for transfer to

IGET.

Costs of implementing the Scheme

The costs of the Scheme payable by the Company are expected to be approximately £750,330 inclusive of VAT which, for the purposes of this calculation, is assumed to be irrecoverable where applicable.

The estimate of the Company's costs excludes the Liquidators' Retention to cover unknown liabilities (estimated at £100,000) and does not take account of any dealing costs which will be incurred by the Company in order to fund the Cash Option and the Liquidation Pool.

The Company will bear the costs of liquidation and realignment of its portfolio prior to the Calculation Date and any sale costs (including any commissions, taxes and market changes) associated with the transfer of the Company's portfolio to IGET. 

The enlarged IGET will bear the costs of any stamp duty or listing fees payable on the transfer of the Company's portfolio to IGET.

The Liquidators' Retention is estimated at £100,000 and will be retained by the Liquidators to meet any unknown or unascertained liabilities of the Company. To the extent some or all of the Liquidators' Retention remains when the Liquidators decide to close the liquidation, this will be returned to Shareholders that were on the Register as at the Record Date, provided that is any such amount payable to any Shareholder is less than £5.00, it shall not be paid to Shareholders but instead shall be retained by the Liquidators for the benefit of IGET.

The Company and FTITML have mutually agreed that the AIFM Agreement will terminate on the Scheme becoming effective. This is designed to protect the Company from incurring any termination costs from the termination of the AIFM Agreement and also protect the Company's position should the Scheme fail for any reason.

Invesco has agreed to make a contribution to the costs of implementing the Scheme under the Invesco Cost Contribution equivalent to 0.5 per cent. of the value of the assets at the Calculation Date transferred from the Company to IGET pursuant to the Scheme. The Invesco Cost Contribution will be satisfied by way of a temporary (12 month) waiver of the management fee that would otherwise be payable to Invesco. . In the event that the management agreement between Invesco and IGET is terminated by IGET (other than for cause) during the three year period following the Effective Date, IGET will be obliged to pay all or part of the Invesco Costs Contribution depending on the date of termination and with the repayment obligation reducing by one-third on each anniversary of the Effective Date

The Invesco Cost Contribution will be primarily for the benefit of existing IGET Shareholders, which will be applied as an adjustment to the IGET NAV in calculating the IGET FAV in an amount equal to IGET's Direct Transaction Costs, with any balance remaining allocated to the enlarged IGET, including those Shareholders who elect or are deemed to elect for the Rollover Option.

In the event that the Scheme does not proceed then each party will bear their own costs in connection with the Proposals.

Conditions of the Proposals

Implementation of the Proposals is subject to a number of conditions, including:

·      the recommendation of the boards of the Company and IGET to proceed with the Proposals which may be withdrawn at any time (including, without limit, for material adverse change reasons);

·      the passing of the Scheme Resolutions to be proposed at the First General Meeting and the Scheme Resolution to be proposed at the Second General Meeting, or any adjournment of those meetings and upon any conditions of such Scheme Resolutions being fulfilled;

·      the passing of the IGET Resolution to be proposed at the IGET General Meeting to trading on the Main Market of the London Stock Exchange (Main Market), subject only to allotment.

Any Scheme Condition may, subject to compliance with legal requirements, be waived with the mutual agreement of both the Company and IGET at any time up to completion of the Scheme.

If any Scheme Condition is not satisfied (or waived), the Proposals will not become effective, the Company will not proceed with the winding-up and instead will continue in existence. In these circumstances, the Company will bear its own abort costs. The Directors will reassess the options available to the Company at that time.

Shareholder meetings

The implementation of the Proposals will require two general meetings of the Company. The notices convening the First General Meeting (to be held at 11.30 a.m. on 18 February 2026) and the Second General Meeting (to be held at 10.00 a.m. on 27 February 2026) are set out in the Circular.

Further details on the Resolutions are included in the Circular.

Recommendation and voting intentions

The Board considers the Proposals and the Scheme Resolutions to be proposed at the General Meetings to be in the best interests of Shareholders as a whole.

Accordingly, the Board unanimously recommends Shareholders to vote in favour of the Scheme Resolutions, as Directors who hold Shares intend to do in respect of their own beneficial holdings, which total 24,780 Ordinary Shares (representing approximately 0.03 per cent. of the Company's total voting rights) as at the Latest Practicable Date. The Directors who hold Ordinary Shares intend to roll over their entire beneficial holding of Ordinary Shares into New IGET Shares.

The Board cannot, and does not, give any advice or recommendation to Shareholders as to whether, or as to what extent, they should elect for any of the options under the Proposals. The choice between the options available under the Proposals will be a matter for each Shareholder to decide and will be influenced by his or her individual investment objectives and by his or her personal, financial and tax circumstances. Accordingly, Shareholders should, before deciding what action to take, read carefully all the information in the Circular.

Shareholders who are in any doubt as to the contents of the Circular or as to the action to be taken should seek their own personal financial advice from an appropriately qualified independent financial adviser authorised under FSMA.

Expected timetable

Note: All references to time in this announcement are to UK time. Each of the times and dates in the above expected timetable (other than in relation to the General Meetings) may be extended or brought forward. If any of the above times and/or dates change, the revised time(s) and/or date(s) will be notified to Shareholders by an announcement through a Regulatory Information Service.

Defined terms used in this announcement shall, unless the context requires otherwise, have the meanings ascribed to them in the Circular.

Enquiries: