Buy now pay later company Humm has agreed to several governance changes after investors raised concerns about potential insider trading with the Takeovers Panel. The changes include appointing an additional independent director and adding the chief executive to the board. Humm will also establish a new committee, excluding chairman Andrew Abercrombie, to assess a $385 million acquisition offer from Credit Corp. Humm provides a range of financial services, including buy now pay later options and commercial finance. The company aims to provide accessible and flexible payment solutions for consumers and businesses.
The Takeovers Panel stated it was prepared to declare “unacceptable circumstances” before Humm accepted these terms. Andrew Abercrombie, Humm’s chairman and largest shareholder, previously attempted his own takeover bid for Humm last year, raising investor worries when he purchased shares shortly before Credit Corp’s $385 million buyout offer was disclosed. This offer was made a month after Abercrombie had received it in December.
Activist investors have been pushing for Abercrombie’s removal from the board due to his actions. An extraordinary meeting was scheduled for this month but has been adjourned following complaints from concerned shareholders. The Takeovers Panel has mandated that the newly formed board committee, excluding Abercrombie, evaluate the Credit Corp offer.
In addition to the committee formation, Humm is required to appoint its chief executive officer to the board as soon as possible. The panel also requires the company to find and appoint a new independent director to the board. The Takeovers Panel emphasised that its approach prioritises substance over form when addressing insider participation and director conflicts of interest.
