Aclaris Therapeutics, Inc. (ACRS) Earnings Call Transcript & Summary

Hello, everyone, and welcome to the 2020 Annual Meeting of Stockholders for Aclaris Therapeutics, Inc. My name is Andrew, and I will be your operator today. Please note that today's meeting is being recorded for webcast. I would now like to introduce Dr. Neal Walker, President and Chief Executive Officer of Aclaris Therapeutics, Inc.

Good morning. I'm Neal Walker, and I am the President and Chief Executive Officer and a member of the Board of Directors of Aclaris Therapeutics. I'm very happy to welcome you to the Aclaris 2020 Annual Stockholders Meeting. We are holding the annual meeting virtually this year instead of in-person as a result of heightened health and safety concerns due to the ongoing COVID-19 pandemic. Before I call the meeting to order, I'd like to introduce you to the members of the Board and the business team who are with us today. The other members of the Board with us today are Chris Molineaux, Maxine Gowen, Vin Milano, Andrew Powell, Bryan Reasons, Andrew Schiff and Bill Humphries. Our other officers with us today are Kamil Ali-Jackson, our Chief Legal Officer and Secretary; David Gordon, our Chief Medical Officer; and Frank Ruffo, our Chief Financial Officer. I would also like to introduce [ Chris Girmac ] and Bill Liva of Pricewaterhouse LLP (sic) [ PricewaterhouseCoopers LLP ], our independent registered public accounting firm, are available to respond to appropriate questions. Lastly, I would like to introduce [ Jane Ludlow ], who will act as our inspector of election at the meeting. The meeting will now officially come to order. We will proceed with the formal business of the meeting as set forth in your notice of annual meeting and proxy statement. After the formal part of our meeting, we will give you an opportunity to ask any questions you may have. The agenda and rules of conduct in the meeting have been provided on the meeting website. As stated in the rules of conduct, only validated stockholders may ask text questions in the designated field on the meeting website. [Operator Instructions] Will the secretary please report at this time with respect to the stockholders' list and the proof of mailing?

Thank you, Neal. I have at this meeting a complete list of the stockholders of record of our common stock on April 6, 2020, the record date for this meeting, which is available for inspection by stockholders by using the registered stockholder list link found on the meeting website. I also have an affidavit certifying that on April 23, 2020, either a notice of Internet availability of proxy materials or a written notice of annual meeting of stockholders, a proxy statement, a proxy card and our 2019 annual report was deposited in the U.S. mail to all stockholders of record at the close of business on April 6, 2020.

At this time, I'd like to appoint [ Jane Ludlow ] to act as the inspector of election at this meeting. [ Jane Ludlow ] has taken and subscribed the customary oath of office to execute her duties with strict impartiality. We will file this oath with the records of the meeting. Her function is to decide upon the qualifications of voters, accept their votes and when voting on all matters is completed, to tally the final votes. Will the secretary please report at this time with respect to the existence of a quorum?

I've been informed by the inspector of election that proxies have been received for 35,542,031 shares of the 41,832,220 shares of common stock outstanding on the record date, which represents approximately 84.96% of the total number of outstanding shares. This constitutes a quorum for the meeting today, and we may now carry out the official business of the meeting.

We will now proceed with the formal business of this meeting. There are 2 proposals to be considered by the stockholders at this meeting.

The timing is now 9:04 a.m. on Thursday, June 4, and the polls are now open for voting on all matters to be presented. If you have not already voted your shares or wish to change your vote, you may vote by clicking on the voting button on the web portal prior to the closing of the polls. The polls will be closed to voting after we go through the matters to be voted on.

The first item of business is the election of 3 Class II directors to serve until the 2023 annual meeting of stockholders and until their successors are elected and qualified. The nominees for Class II director are Anand Mehra, Andrew Powell and Maxine Gowen. If any stockholder would like to make a comment regarding this proposal, please submit your comment through the web portal. The second item of business today is the ratification of the selection by the Audit Committee of the Board of Directors of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2020. If any stockholder would like to make a comment regarding this proposal, please submit your comment through the web portal. That was the final proposal for today's meeting. The secretary will now describe the voting procedures.

You may vote your shares at this time. You do not need to vote if you've already sent in your signed proxy or voted via telephone or online before the meeting and you do not want to change your vote. Any stockholder who has not yet voted or wishes to change their vote may do so by clicking on the voting button on the web portal and following the instructions there. Each share of common stock is entitled to 1 vote. [Voting]

The timing is now 9:06 a.m., and the polls are now closed for voting.

May we have the results of the voting, please?

The preliminary vote report of the inspector of elections covering the proposals presented at this meeting is as follows: the proposal to elect Anand Mehra, Andrew Powell and Maxine Gowen as our Class II directors is carried; the selection of PricewaterhouseCoopers as our independent registered public accounting firm for the fiscal year ending December 31, 2020, is ratified. We expect to report our preliminary voting results or if available to us on a timely basis, our final voting results on a current report on Form 8-K to be filed with the SEC within 4 business days after the end of this meeting. If not earlier reported, we expect to report our final voting results in an amendment to our Form 8-K within 4 business days after the final results are known to us.

This concludes the formal portion of today's meeting. Now we would like to open things up for stockholder questions and comments. We'll take stockholder questions that are being entered today on the web portal. Please note, we will attempt to answer as many questions as time allows, but only questions that are germane to the meeting will be addressed. If there are no questions, is there any opposition to concluding this meeting? Operator, this meeting is concluded.

Thank you. Ladies and gentlemen, this concludes the 2020 Annual Meeting of Stockholders. Thank you for attending today's meeting. Enjoy the rest of your day.