The Company issued the following statement:

We believe Jonathan Milner’s attempt to wrest control of Abcam and become its de facto CEO will jeopardize Abcam’s recent momentum as well as its day-to-day operations, growth strategy and competitive position.

Jonathan Milner has not been operationally involved in Abcam for nearly a decade. Since then, the Company has matured into a fundamentally different business and has successfully executed its Abcam 2.0 strategy. Revenues have nearly tripled under CEO Alan Hirzel’s leadership, growing by 183% during his tenure, while Abcam has also expanded globally and increased its market share. With the groundwork now in place, Abcam is set to benefit as sales rise and margins improve.

Jonathan Milner has failed to articulate to shareholders or the Company what appointing him to an Executive Chairman role would mean in practice or what new strategy he is seeking to deploy. The Board believes this sudden and significant shift in both operational and executive leadership of Abcam will put shareholders’ investment at risk and cause an uncertain period of disruption. The Company urges shareholders to vote “AGAINST” all eight of the resolutions being put forward at the EGM.

Key points of the presentation:

• Over the last decade, Abcam has transformed into a leading life science tools player, creating significant value for all shareholders and other stakeholders, and has outperformed the market.
  • Over the course of Alan Hirzel’s tenure as CEO prior to COVID-19, Abcam’s total shareholder return (“TSR”) of 178% outpaced life sciences tools peers (167%)¹ and Russell 3000 (77%).
  • Over the past twelve months, Abcam’s 27% TSR has significantly outperformed the same group of life science tools peers (-12% over the same period).
  • Abcam has transitioned away from being a simple broker of third-party antibodies towards being an innovation-oriented, quality-focused partner to life science researchers, driving profitable, sustained market share gains.
  • This is a fundamentally different business from Jonathan Milner’s transactional “Amazon of Antibodies”, a catalogue of predominantly third-party products, which led to a high level of customer complaints.

• Abcam is successfully executing on its five-year growth strategy to drive long-term value.
  • The Company is on track to deliver its 2024 revenue goals of £450 million to £525 million, with adjusted operating profit margins of greater than 30%.
  • As Abcam is delivering on its six key priorities for long-term durable growth, the Company has doubled its revenue over the past five years and delivered profitable, sustained market share gains.
  • The timing of Jonathan Milner’s campaign is opportunistic as investment requirements from the five-year growth strategy are largely complete, underpinning the sustained organic growth and accelerated margin improvement back towards historic levels.

• Jonathan Milner’s demands are not in the best interests of all shareholders and will put shareholders’ investment in Abcam at risk.
  • Abcam has worked tirelessly and in good faith with Jonathan Milner in order to avoid an expensive and distracting proxy contest. The Board moved quickly to consider his request to return to the Board – but when invited to join the Board, Jonathan Milner rejected this invitation and changed his demands.
  • Jonathan Milner has called a costly EGM so that he can attempt to appoint himself Executive Chairman and remove three directors from the Board, with no proposed alternative candidates.
  • The changes proposed by Jonathan Milner would cause a sudden and significant shift in leadership during a critical inflection point and would jeopardize the Company’s recent momentum as well as its day-to-day operations, growth strategy and competitive position.
  • While he was on the Board, Jonathan Milner endorsed the strategic plan developed by Alan Hirzel that has delivered significant value to shareholders.

• Abcam’s strong, independent, and highly qualified Board is effectively overseeing the execution of the Company’s strategy.
  • Abcam’s Board has the right experience, skillset, and deep knowledge of both the life sciences industry and the Company’s business model to continue overseeing the execution of the strategy and deliver value to all shareholders and other stakeholders.
  • Abcam’s Board has sought to engage with Jonathan Milner to bring this matter to a close in line with good governance procedures. Jonathan Milner chose this route rather than to constructively engage.
  • Peter Allen, Michael Baldock, and Sally Crawford have played essential roles in overseeing Abcam’s transformation, and their removal would be damaging for all stakeholders.

• Abcam’s remuneration program, the Profitable Growth Incentive Plan (PGIP), is aligned with shareholder interests and incentivizes long-term value creation.
  • Incentive arrangements for 150 leaders in the business are aligned to Abcam’s long-term strategy for doubling revenue by 2024. This compensation framework was put in place before the Company moved to a sole US listing.
  • Extensive shareholder consultation was undertaken during the establishment of this framework.
  • Notably, Jonathan Milner voted in favor of the remuneration program and its metrics and did not raise any concerns about the metrics at that time, or at any point before April 28, 2023.

Abcam urges shareholders to vote AGAINST all Resolutions at the EGM on July 12, 2023.

EGM Details

The EGM will be held at the offices of FTI Consulting at 200 Aldersgate, Aldersgate Street, London, EC1A 4HD, United Kingdom on July 12, 2023 at 2:00pm (BST) || 9:00am (EDT). The Company encourages all shareholders to closely review the Shareholder Circular, which provides important and detailed instructions about how to participate and vote.

HOW TO VOTE