Humm Group forms independent board committee to review Credit Corp takeover
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The news: Buy now, pay later company Humm Group has established an independent board committee (IBC) to “consider, negotiate, approve and implement” a $385 million takeover proposal from debt collector Credit Corp, as part of its voluntary undertaking agreed with the Takeovers Panel last week.
The context: The initial members of the IBC are non-executive directors Andrew Darbyshire, Teresa Fleming and Robert Hines. As per the requirements of the company’s undertaking, Humm’s founder, major shareholder and former chair Andrew Abercrombie has not been added to the IBC.
Abercrombie has been criticised by shareholders for the board’s handling of Credit Corp’s proposal, announced in December, including a one-month delay in disclosing the approach.
The Takeovers Panel said last week that Humm “should have established an independent board committee to consider the Credit Corp proposal, which did not include Mr Abercrombie given his associated with Humm’s major shareholder, The Abercrombie Group”.
Darbyshire, Hines and Abercrombie are all facing a possible board spill on 13 March, with shareholders set to vote on a motion brought by activist investors Raper Capital and Collins Street Asset Management late last year.
Raper Capital founder and chief investment officer Jeremy Raper said earlier this week that Hines’ currently role as Humm chair and interim IBC chair is “plainly untenable noting the company’s own undertaking to ensure Mr Hines stands down as IBC chair in favour of a new independent director. Mr Hines should resign immediately”.
The source: ASX
