8 January 2025
Johnson Matthey Plc
(the Company)
Response to Letter from Standard
Investments Dated 7 January 2025
The Board of Johnson Matthey Plc
("JM") notes the letter from Standard Investments that it published
on 7 January 2025. The Board of JM has had a dialogue with Standard
Investments since it became a shareholder in 2022.
On 16th December 2024,
Standard Investments published a letter to the Board. In its
private response to Standard Investments on 24 December, JM stated
that it had previously discussed most of the matters in the letter
of 16 December with Standard Investments, and that these remain a
priority for the Board. In order to discuss the governance aspects
raised in Standard Investments' letter, JM proposed that Standard
Investments should also meet with Barbara Jeremiah given her roles
as Senior Independent Director and Chair-designate of a new
Investment Committee of the Board that is to be formed. JM's
response of 24 December is included below to provide all JM
shareholders with the context.
The Board and management team
reiterate they are resolute in their focus on improving JM's share
price performance and delivering value for shareholders. JM is
fully committed to driving enhanced performance, higher cash flow
and stronger capital discipline. JM is making progress in a
challenging market environment through delivery of a comprehensive
transformation strategy which includes significant manufacturing
footprint consolidation in Clean Air, a generational upgrade in our
PGM refining capabilities, significant cost reduction, the
implementation of a global business services model and extensive
organisational changes. In addition, we
have made substantial commercial progress, winning new business
across all our business areas that will drive future
growth. We will continue to act with a
strong sense of urgency as we adapt this strategy to the evolving
market situation.
A further update will be provided as
appropriate.
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Enquiries:
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Investor Relations
Martin Dunwoodie
Louise Curran
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Director of Investor Relations and
Treasury
Head of Investor Relations
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+44 20 7269 8241
+44 20 7269 8235
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Media
Sinead Keller
Harry Cameron
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Group External Relations
Director
Teneo
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+44 20 7269 8218
+44 7799 152148
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Johnson Matthey Plc is listed on the
London Stock Exchange (JMAT)
Registered
in England & Wales number:
00033774
Legal Entity Identifier number:
2138001AVBSD1HSC6Z10
Letter from JM to Standard Investments dated 24 December
2024
Standard Investments
9 West 57th Street
47th Floor
New York, NY 10019
For the attention of David Millstone
and David Winter
24
December 2024
Dear David and David,
The Board has reviewed and discussed
your letter dated 16 December 2024. Notwithstanding our strategic
and operational progress to date, we recognise the importance of
delivering a sustained improvement in Johnson Matthey's share price
performance, with a deeper focus on higher cash generation and
returns for shareholders. We remain resolute in our focus on this.
We have previously discussed most of the matters in your letter,
which remain a priority for the Board, but wanted to provide a
response to your comments on the governance aspects
specifically.
We have a Board with a strong mix of
skills and expertise to both support management and also provide
appropriate rigour and challenge. Our Board has experience across
specialty chemicals, a broad range of end markets (including
automotive), finance, M&A and portfolio management. It has also
been refreshed with three new directors having joined the Board in
the past ~3 years (out of the current seven non-executive
directors), with a new CFO joining in the coming months.
Specifically, Sinead Lynch joins the
Board on 1 January 2025 as a Non-Executive Director. She was
previously the Senior Vice President of Low Carbon Fuels at Shell,
and brings directly relevant expertise in assessing the commercial
prospects of energy transition businesses and driving them to
profitability.
In addition, Barbara Jeremiah joined
our Board in July 2023 as our Senior Independent Director. Barbara
spent over 30 years at Alcoa and retired Executive Vice President
for Corporate Development, leading mergers, acquisitions,
divestitures and strategy. She is Chair of Weir Group plc and a
non-executive director at Senior plc. Beyond Barbara's
understanding of metals and North American markets, she is highly
regarded across our investor base. Since joining the Board, Barbara
has provided a valued and refreshed perspective on our group
strategy.
Barbara will Chair a newly-formed
Investment Committee of the Board, which will have a clear mandate
to enhance Johnson Matthey's capital allocation and investment
decisions, and to periodically assess whether alternative options
to the status quo are available to maximise value.
Our conversations with you to date
have been constructive and we are keen to continue the dialogue
with you. We believe it would be important and useful for you to
meet with Barbara, with whom you have not spent time. Accordingly,
we wish to organise a meeting in January in New York between
yourselves and Barbara to share reflections on governance and
to discuss the Board's Investment Committee in further detail. If
this is agreeable with you, our team will reach out to your office
to identify a convenient date and time for the three of you to
meet.
Yours sincerely,
Patrick Thomas, Chair of the Board of
Directors
cc: Liam Condon, Chief Executive
Officer