Jonathan Milner’s Abcam quest awaits shareholder meeting verdict
The question mark over the future make-up of Abcam’s board remains in place this week as the company’s founder and one of its largest investors, Jonathan Milner, seeks to take back control of the plc by becoming executive chairman of the board.
Dr Milner formally requisitioned the board of directors to convene an extraordinary general meeting of shareholders (EGM) “to reverse a period of sustained financial and operational underperformance by providing more effective board level leadership for the company”.
Abcam, a global leader in the supply of life science research tools, acknowledged receipt of the notice on May 30 and now has 21 days to respond. If the proposal is green-lighted, the EGM would take place within 28 days of Abcam accepting the call.
Dr Milner’s proposition – which is what the shareholders would be voting on – also requires the removal of the board’s chairman, Peter Allen; CFO Michael Baldock; and Sally Crawford, who heads the remuneration committee, from office as directors of the company.
Meanwhile Abcam, which is based at the Cambridge Biomedical Campus, has been at pains to portray itself as the innocent party in a sequence of events it had attempted - but failed - to manage internally.
An Abcam statement said: “The board has met with Dr Milner in good faith over the past few weeks to discuss how his expertise can be used at the board and continues to seek a resolution that would benefit all shareholders and avoid an unnecessary and distracting EGM at a significant cost to the company and its shareholders.”
It continued: “Dr Milner initially formally requested to be re-appointed to the board, in a non-executive role, on 28 April 2023… Despite the board’s efforts to encourage Dr Milner to join the board, Dr Milner has made it clear he will not accept any other role on the board except executive chairman.
“He has not yet offered any details as to his vision or how he would interact with the company, therefore making it impossible for the board to ensure effective executive governance could be delivered.”
A spokesperson for Dr Milner told the Cambridge Independent: “This is not about money or winning, it’s about trying to make Abcam focus and deliver value for shareholders. Dr Milner believes the current board hasn’t delivered - there are no new shareholders on board since he left in 2020 or since the NASDAQ listing which was poorly executed by Abcam, there’s little new analyst coverage of the company, and the share value is coming down. Dr Milner feels that cost control, execution of strategy and governance are the reasons for this.
“When he left the company in 2020 it was worth $5bn, and now it’s $3.9bn. He wants to see that improve.”
The spokesperson added that Dr Milner has “given up all his directorships, and this is his sole focus, demonstrating his dedication to this.
“He also converted his 6.3 per cent stakes from ADR shares (which function as if they are US-based shares) to ordinary shares, which was required for him to call for an EGM, a costly exercise for him which Abcam could have waived but refused to.”
Abcam’s formal response is expected by June 20 at the latest.
