Bionano Genomics, Inc. (BNGO) Earnings Call Transcript & Summary

Good day, everybody, and welcome to the Bionano Genomics 2020 Annual Meeting of Stockholders. I would now like to turn the conference over to Erik Holmlin, CEO and Director of Bionano Genomics. Please go ahead, sir.

Thank you, operator. Good morning, everyone. I am Erik Holmlin, the CEO and a Director of Bionano Genomics, and I'm happy to welcome you here to the Bionano 2020 Annual Meeting of Stockholders. Before I call the meeting to order, I would like to introduce you to members of our Board and our business team who are with us today since the meeting is being held virtually by a live webcast. We have stockholders attending via a web portal. In attendance today are our Board Chairman, Dr. David Barker; Bionano's Chief Operating Officer, Mark Oldakowski; and Heather Adams, Bionano's Chief Administrative Officer and Secretary. I would also like to introduce Mark Giamo and Bo Monaco of BDO USA LLP, who are Bionano's auditors; and Brandon Marsh of Cooley LLP, Bionano's outside counsel, who are also available to respond to appropriate questions. The meeting will now officially come to order, and we will proceed with the formal business of the meeting as set forth in the notice of annual meeting and proxy statement. After the formal part of our meeting, we will give you an opportunity to ask any questions. Will the Secretary please report at this time with respect to the mailing of the notice of the meeting and the stockholders' list?

I have at this meeting a complete list of the stockholders of record of our common stock on May 15, 2020, the record date for this meeting. I also have an affidavit certifying that on May 19, 2020, a notice of annual meeting was deposited into the United States Mail to all stockholders of record as of the close of business on May 15, 2020.

Thank you. At this time, I'd like to introduce Heather Adams, Chief Administrative Officer and Secretary of Bionano, who I am appointing to act as inspector of election at this meeting. Ms. Adams has taken and subscribed the customary oath of office to execute her duties with strict impartiality, and we will file this oath with the records of the meeting. The inspector's function is to decide upon the qualifications of voters, accept their votes, and when balloting 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?

A preliminary count of the stock represented in person or by proxy at this meeting indicates that the holders of 71% of the outstanding shares of common stock entitled to vote at the meeting are present in person, by virtual attendance or by proxy. 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 4 proposals to be considered by the stockholders at this meeting.

The time is now 10:04 a.m. Pacific on Tuesday, June 30, and the polls are now open for voting on all matters to be presented. The polls will be closed to voting after we go through the matters to be voted on. The rules of conduct for the meeting are posted on the annual meeting portal. We ask that you follow these rules. We will address questions during the Q&A portion of the meeting. [Operator Instructions].

The first item of business is the approval of a series of alternate amendments to Bionano's amended and restated certificate of incorporation to effect at the discretion of our Board of Directors: one, a reverse split of Bionano's common stock in the range of 1:10 to 1:20; and two, for such reverse split in the range of 1:10 to 1:20, a reduction in the number of authorized shares of common stock as specified in your notice of annual meeting and proxy statement. Is there any discussion? The second item of business is the approval of an amendment to Bionano's 2018 equity incentive plan to, among other things, increase the number of shares of common stock authorized for issuance under such plan by 4,658,803 shares before any adjustment for any reverse stock split. Is there any discussion? The third item of business is the election of 3 Class II directors to serve until the 2023 Annual Meeting and until their successors are elected. The nominees for Class II directors are Dr. Albert Luderer, Dr. Kristiina Vuori and Hannah Mamuszka. You can find information for each one of these nominees regarding their background and qualifications to serve as a director in the proxy statement. Is there any discussion? The fourth item of business today is the ratification and selection of BDO USA LLP by the Audit Committee of our Board of Directors to serve as Bionano's independent registered public accounting firm for the fiscal year ending December 31, 2020. The appointment of BDO USA LLP is also discussed in the proxy statement. Is there any discussion? That was the final proposal for today's meeting. Because we have not received notice from any stockholders of any other matter to be considered at today's meeting, no other proposals will be addressed at this meeting. The Secretary will now describe the voting procedures.

Voting is by proxy and online ballot. You do not need to do anything if you have already sent in your proxy -- your signed proxy, previously voted online or by telephone, or if you have submitted your proxy or voted online at this meeting. If you have not voted and you would like to vote now, or if you would like to change your vote, click the Vote Here button in the Annual Meeting portal and follow the instructions. We'll pause for a moment to give anyone who hasn't yet voted a chance to vote. Each share of our common stock is entitled to one vote. [Voting]

The time is 10:08 a.m. Pacific, and the polls are now closed for voting. The report of the inspector of election covering the proposals presented at this meeting is as follows: the series of alternate amendments to Bionano's amended and restated certificate of incorporation are not approved; the amendment to Bionano's 2018 equity incentive plan is approved; the proposal to elect each of Dr. Albert Luderer, Dr. Kristiina Vuori and Hannah Mamuszka as a Class II Director of Bionano is carried; the selection of BDO USA LLP as Bionano's independent registered public accounting firm for the fiscal year ending December 31, 2020, is ratified. We expect to report 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.

This concludes the formal portion of today's meeting. We will now entertain questions from stockholders. If you have any questions, please enter them in the web portal now. As we have not received any questions from stockholders, the call will end now. Thank you for attending our 2020 Annual Meeting of Stockholders. Thank you, everyone. The meeting is now adjourned.

The conference has concluded. Thank you very much for attending today's presentation. You may now disconnect.