ANI Pharmaceuticals, Inc. (ANIP) Earnings Call Transcript & Summary

Good morning. I'm Patrick Walsh, Chairman of the Board of Directors of ANI Pharmaceuticals. Welcome to the 2021 Annual Meeting of Stockholders, which I will now call to order. I'll start with some brief introductions, then we will conduct the formal business of the meeting. Steve Carey, our Senior Vice President of Finance, Chief Financial Officer and Secretary, will serve as Secretary of the meeting and record the proceedings. As part of the formal annual meeting is concluded, Nikhil Lalwani, our Chief Executive Officer, will have some remarks and have a general question-and-answer period. I would like to begin the meeting by introducing the current members of the company's Board of Directors who are present. Joining me today are Robert Brown, Thomas Haughey, Nikhil Lalwani, Dr. David Nash, Antonio Pera and Jeanne Thoma. As previously mentioned, joining me from our management team is Steve Carey, the company's Chief Financial Officer. Also present are representatives from our outside Corporate Counsel, Orrick, Herrington & Sutcliffe LLP; and from EisnerAmper LLP, our independent public accounting firm. [ Tom Carideo ] of Broadridge Financial Solutions will act as the Inspector of Elections of this meeting and has executed an oath of the Inspector of Elections. The polls are open for voting. Any stockholders desiring to vote may do so through the Internet using the virtual annual meeting website. Please click on the Vote button on the annual meeting screen and follow the instructions provided. The rules of procedures are posted on the virtual annual meeting website. Please review them. In order to conduct an orderly meeting and give all eligible stockholders and proxy holders an opportunity to participate, we ask that you adhere to these rules at all times. Please note that you may submit questions at any time during this virtual annual meeting and the space provided on the virtual annual meeting screen. [Operator Instructions] We intend to make every effort to answer all questions. However, if multiple questions are submitted on the same topic, we will summarize and respond collectively. [Operator Instructions] During the formal part of the meeting, we will only respond to questions regarding the procedures for the meeting and the proposals under consideration. There will be time after the formal part of the meeting to answer questions other than those related to the proposals being presented. I will now begin the formal business of the meeting. Mr. Carey, will you please report on the notice and quorum for this meeting?

Thank you, Pat. The Board fixed April 26, 2021, as the record date for determining stockholders entitled to notice of and to vote at this meeting. An affidavit has been given to the Inspector of Elections attesting to the fact that the notice of the meeting, the proxy statement and the company's 2021 Annual Report to Stockholders were mailed to all stockholders of record beginning May 3, 2021. As of the close of business on April 26, 2021, ANI had outstanding and entitled to vote 12,729,072 shares of common stock, each of which is entitled to 1 vote. Based upon the tabulation of proxies already received from stockholders and to the best of our knowledge, there are present at this meeting, a quorum for the transaction of business. The final report of the Inspector of Elections will include the votes, if any, of stockholders present and voting at the meeting.

Thank you, Steve. Would you now please outline the items on the agenda.

We have 4 proposals from the company that stockholders are being asked to approve: first, to elect 7 nominees to the Board of Directors; second, to vote on a nonbinding advisory resolution to approve executive compensation; third, to ratify the appointment of EisnerAmper LLP as our independent registered public accounting firm for 2021; and fourth, in connection with ANI's pending acquisition of Novitium Pharma LLC, the issuances of 2,466,667 shares of common stock to certain members of Novitium and 25,000 shares of Series A Convertible Preferred Stock to Ampersand 2020 Limited Partnership. Detailed information concerning these proposals is in the proxy statement sent or made available to ANI stockholders. We will now have a brief question-and-answer period on these proposals only. As a reminder, we will have a question-and-answer period for matters other than these proposals after the formal part of this meeting has concluded. If you have a question regarding any of the proposals, please submit your question now in the space provided on the virtual meeting screen and follow the instructions on the virtual meeting screen. We'll take a pause here for you to input any questions that you may have. At this time, we've received no questions relating to the proposals of the shareholder meeting and the time allotted for Q&A has expired. We will now continue to the remaining business of the meeting. If there is anyone who wishes to vote at the virtual meeting and who has not yet submitted their vote, please submit your vote now through the Internet using the virtual meeting website. Votes cannot be accepted after the polls are closed, which will happen momentarily. And we'll take a slight pause for anyone wishing to vote their shares now. [Voting]

Okay. All votes being submitted. It is 10:09 a.m., and the polls are now closed. Based on information we have received from our Inspector of Elections, I will now announce the preliminary voting results for the meeting, which will remain subject to the Inspector of Election's final report. Each of the nominees has been elected. The nonbinding resolution on executive compensation has been approved. EisnerAmper LLP has been ratified as ANI's independent registered public accounting firm for the year ended December 31, 2021. And finally, the issuances of 2,466,667 shares of common stock to certain members of Novitium and 25,000 shares of Series A Convertible Preferred Stock to Ampersand 2020 Limited Partnership have been approved. Final results of the vote will be recorded as stated in the minutes of this meeting and also filed with the Securities and Exchange Commission on a Form 8-K within 4 business days.