Potential Breach of Fiduciary Duties3 Mar 2025 12:06
Dear Sue
Apologies for having to email you, but as a disgruntled private shareholder in THG who has lost a substantial amount of money on paper, I feel the time is now right to speak up.
I recently messaged Kelso privately via LinkedIn, as follows:
‘I was going to post this publicly, but thought I would send it to you directly instead.
The THG board has orchestrated the demerger of Ingenuity at a fraction of the real value of Ingenuity (along with other assets which weren’t listed in the circular eg City AM), without any independent valuation being carried out by a third party investment bank and at huge cost to all those shareholders who didn’t want to, or were not permitted to, roll into a private company and, what’s more, the share price has almost halved (!) since the announcement of the demerger. Offer all shareholders the same terms and no independent shareholder approval is needed, even though they knew many shareholders wouldn’t want to or be able to roll into a private company. Very clever. I think we all know what now needs to happen at THG - how can any CEO be allowed to continue to control a company in which £6bn of shareholder value has been lost over 4 years and who is now, more than ever before, as conflicted as they come? And who can and regularly does complain about the City freely and publicly. It’s no wonder the City is giving THG a wide berth. Furthermore, has any shareholder heard anything from our Chairman and the rest of the board who should be exercising their fiduciary duties in the best interests of all shareholders and looking to replace the CEO? Complete silence. Rant over!”
Can you please let me know (or at least ensure that there is some public communication from THG letting all shareholders and the market know), what you are doing to address the 96% fall in the THG share price over the past few years and the now more than 50% fall in the THG share price since the Ingenuity demerger was announced back in September? That decision clearly hasn’t been made in the best interests of all shareholders as the market has pretty much said as much with the share price fall. We now look as though we are going to miss the FTSE250 inclusion as well. It really is absolutely shambolic. When is the THG board going to do the right thing and remove the CEO who clearly cannot continue to lead the company? Any failure to remove him only serves to add to the conclusion which many THG shareholders have drawn many months ago that the THG directors are potentially in breach of their fiduciary duties. Furthermore, why is THG not using its cash reserves to pay down debt and/or buy back its own shares thereby supporting the share price and maximising the chances of inclusion in the FTSE 250 index?
I look forward to a response as soon as possible, failing which my next step will be to write to the financial press with a more detailed critique of the board’s failings and this can all play out more publicly. I