A possible mutiny at Abcam? Founder and former CEO says he'll vote against Danaher sale, assembles 'shadow board'

As British research supplies and tools provider Abcam moves toward a potential multibillion-dollar sale, one of the company's founders and major shareholders is pushing back.

Dr. Jonathan Milner, an Abcam founder and long-time former CEO, said in a Thursday statement that the proposed sale to life sciences conglomerate Danaher “significantly” undervalues Abcam’s “inherent worth.” He plans to vote against the $5.7 billion buyout. 

Based in Cambridge, U.K., Abcam sells antibodies, reagents, biomarkers and assays for professionals in the fields of drug discovery, research and diagnostics. The company says it has served customers in more than 130 countries.

In June, the company launched a strategic review to explore its options. Two months later, Danaher swooped in with a proposal to buy all of the company's outstanding shares for $24 each.

Milner, who owns 6.14% of Abcam shares, isn't getting on board with that deal. Instead, he plans to request a general meeting of shareholders “with the purpose of replacing the company’s board, including the current CEO, CFO and chairman.” 

Milner served as Abcam’s CEO from 1999 to 2014 and as deputy chairman from 2015 to 2020. In his statement, Milner said his opposition stems from “extensive feedback received from many shareholders and analysts,” who also believe the deal undervalues the company.

The former Abcam CEO says he’s established a “shadow board” of qualified nominees. He plans to share details on his proposed general meeting “imminently.” 

An Abcam representative said the company is surprised Milner “has taken active steps to oppose the deal” despite not having reviewed the full “scheme circular” associated with the buyout. That circular will be published in the coming weeks, the spokesperson said. 

The deal was “unanimously approved and recommended by the board of directors of Abcam following a thorough, competitive and comprehensive sales process, which engaged over 30 counterparties, including more than 20 potential strategic acquirers, leading to multiple bidders," Abcam's spokesperson said.

The company is eager to engage “with all shareholders following publication of the scheme circular,” he added. 

Earlier this year, Milner said he presented a plan (PDF) to improve Abcam’s financial position and restart dividend payments. He also wants to pursue a listing on the London Stock Exchange while maintaining the company’s presence on the NASDAQ exchange. 

Editor's note: This story was updated with a statement from Abcam.