Push to oust chairman at Hickinbotham-backed biotech Sementis
Promising biotech Sementis has a boardroom clash on its hand, with a move afoot to unseat chair, former Labor politician Martyn Evans.
SA Business
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THE chairman of promising Adelaide biotechnology company Sementis is facing a fight for survival after a fellow board member has called for his removal.
Former state and federal Labor politician Martyn Evans chairs Sementis, which is working on vaccines to treat peanut allergy, the zika virus and coronavirus.
But fellow board member, Melbourne-based surgeon Glen Burgess, has called for an extraordinary general meeting in an attempt to remove him as chair. Mr Burgess has written to shareholders saying there were “significant decisions by the board under the current chairman ... that have the potential to adversely affect the future value of your shareholding’’.
“Also, I am very concerned that a potential takeover of your company is being attempted.
“These actions by the chairman and some members of the board have led to a great deal of disquiet among other board members.’’
Mr Burgess told The Advertiser he had the view that a recent capital raising at 1c a share significantly undervalued the company, and there was a concern that major shareholder Michael Hickinbotham, who owns about 48 per cent of Sementis, could move to a dominant shareholding position without paying a premium for control of the company.
“The way that the capital’s been raised is hugely disadvantageous to the minor shareholders’, they’ve been keeping the share price artificially low and there’s been no effort to try to find a realistic price,’’ Mr Burgess said.
He said there had been very little attempt to get publicity for the company’s significant achievements over the past year which was “deeply troubling to me’’.
Mr Burgess also said the company’s attempts to move below the 50 shareholder threshold, which would exempt it from the takeover provisions contained in Chapter 6 of the corporations act, were problematic.
Mr Burgess has proposed that Peter Kirkman, a former fund manager with JP Morgan, replace Mr Evans in the role. Mr Evans said he believed he’d acted professionally and would be seeking to retain his position.
“I believe I’ve done a reasonable job, a good job in that position and I’d be very happy to stay if that’s the vote,’’ he said.
Mr Evans said the bid to drop the shareholder numbers below 50 - now abandoned - was made in order to reduce costs, and any suggestion it was to avoid scrutiny was “absurd’’.
He also said it was irrelevant what price the capital was raised at, as all shareholders had the opportunity to participate in the capital raising on a pro-rata basis and maintain their stakes.
Mr Evans said the board had signed off on the capital raising and it wasn’t a valuation for sale, but “offering shareholders in equal proportion, the right to acquire further shares in the company’’.
He also said the fact that the company was recently published in the scientific journal Nature was evidence that efforts were being made to publicise its achievements.
Mr Hickinbotham said as a director, it was not appropriate to comment.
“The conduct of the company and its chairman has been lawful and appropriate,’’ he said. “Unfortunately, it appears that you have been provided with confidential and inaccurate information.’’