GSK GSK plc

--Activist investor Elliott has called on GlaxoSmithKline to appoint new directors

--Elliott also urged the drugmaker to consider selling its consumer-healthcare business

--In its first public comments since building a stake in the company, Elliott criticized GlaxoSmithKline's underperformance

By Adria Calatayud

Activist investor Elliott Management Corp. has called on GlaxoSmithKline PLC to assess its board and management ahead of a long-planned separation of its consumer-healthcare business, and to consider a sale of the unit.

The investor turned up the pressure on GlaxoSmithKline a week after the U.K. pharmaceutical company outlined its future plans in an attempt to convince investors that Chief Executive Officer Emma Walmsley's turnaround efforts will pay off.

In a letter published Thursday, Elliot criticized GlaxoSmithKline's "poor record of execution and value creation." In Elliott's first public intervention over GlaxoSmithKline since it built a stake in the FTSE 100 company, the investor said the group's combined businesses should be worth around 45% more than GlaxoSmithKline's current valuation.

Elliott urged the company's board to appoint nonexecutive directors with biopharma and consumer-healthcare expertise prior to the separation and to run robust processes for selecting the best executive leadership for the two businesses, considering both internal and external candidates.

Ms. Walmsley, who became CEO in 2017, has driven more investment into research as well as the separation of the consumer-healthcare business.

"Elliott is not advocating a specific outcome but is arguing for a robust process, because it is critical that the board assure current and future shareholders that the new leadership of both companies was selected through a credible process that conforms to corporate governance best practices," the investor said. Existing management should remain in place until a decision is made on new leadership, Elliott said.

A GlaxoSmithKline spokesperson said the issues identified by Elliott in its letter aren't new, and that the company's transformation program has been designed to address those legacy issues and more.

"We believe our shareholders are supportive of this strategy, and that they are focused on GSK executing on it without distraction or delay," the spokesperson said.

Elliott didn't disclose the size of its shareholding in GlaxoSmithKline, but said it has built a "significant position" in the company.

The investor said GlaxoSmithKline should incentivize stronger performance and greater ambition, improve profitability while investing more in research-and-development, display openness to value-maximizing pathways and preserve the nimbleness of its vaccines and pharma operations. It also said GlaxoSmithKline's vaccines and pharma operations shouldn't be fully integrated, as they are largely separate in their manufacturing processes and commercialization.

As part of these considerations, Elliott said GlaxoSmithKline should remain open to diverting from its base-case plan and evaluate a sale of its consumer-healthcare business, which generates nearly one third of the company's revenue. This would allow the company to accelerate R&D investment, pay down debt and return remaining proceeds to shareholders, the company said.

"Any strategic opportunity for the sale of [consumer healthcare] should be diligently pursued and accompanied by a clear plan for how GSK will use the proceeds," the investor said.

Last week, the company said the separation of the consumer-healthcare business would take place in mid-2022 through a demerger of at least 80% of its 68% holding in the business to shareholders. GlaxoSmithKline said it would retain up to a fifth of its holding in the new consumer-healthcare company--which is expected to be listed London Stock Exchange--and receive a special dividend of up to 8 billion pounds ($11.06 billion).

The British drugmaker also pledged last week to accelerate growth in sales and adjusted operating profit over the next five years, supported by new vaccines and specialty medicines.

Shares in GlaxoSmithKline at 0923 GMT were up 0.5% at 1,427 pence.

Write to Adria Calatayud at adria.calatayud@dowjones.com

(END) Dow Jones Newswires

July 01, 2021 05:41 ET (09:41 GMT)

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