Brainstorm Cell Therapeutics Inc. (BCLI) Earnings Call Transcript & Summary
November 10, 2020
Earnings Call Speaker Segments
Chaim Lebovits
executiveGood morning. I'm Chaim Lebovits, Executive Officer of Brainstorm Cell Therapeutics. Welcome to the Brainstorm 2020 Annual Meeting. With us today are Uri Yablonka, our Chief Business Officer, and Director; and Preetam Shah, the Chief Financial Officer; and some other colleagues. We will be available following the formal part of the meeting to respond to questions from stockholders. I've asked Michael Rosenberg of Goodwin Procter, our outside corporate counsel, to record the minutes. Notice of this meeting was sent beginning on October 1, 2020, to stockholders of record as of the record date, which was September 21, 2020. This meeting is being held in accordance with the corporation's bylaws and Delaware law and is being conducted as a virtual meeting via live webcast. Thank you for joining this virtual meeting and for your understanding that in the current situation, we're not able to host our shareholders' meeting in a live format. Agenda for the meeting includes, one, a proposal to elect 7 directors of Brainstorm to serve until the next Annual Meeting of Stockholders; two, a proposal to amend the company's 2014 Stock Incentive Plan and 2014 Global Share Option Plan to increase the number of shares of common stock available for issuance by 1.6 million shares; and three, a proposal to ratify the appointment of Brightman Almagor Zohar & Co., a Firm in the Deloitte Global Network, as the company's independent registered public accounting firm, for the current fiscal year. The Board of Directors have recommended voting in favor of each proposal for the reasons stated in the proxy statement previously distributed to the stockholders. If any stockholder wishes to ask any questions during the formal part of this meeting, please do so by submitting your questions during the meeting via live webcast through the link previously provided. I request that the comment to be directly related to the proposals under consideration. If you have any questions on the rules of conduct for the meeting, you may submit questions during the meeting via live webcast through the link previously provided. The company has appointed Tony Polverino to act as Inspector of Elections for this annual meeting, and he will tabulate results of the voting. Inspector of Elections has signed the oath of his office, which will be filed with the minutes of this meeting. Voting. We will now proceed to vote on the proposals. I request that Tony, the Inspector of Elections, furnish us with the account of the number of shares present at this meeting in person or through a presentation by proxy. Tony?
Anthony Polverino
attendeeThank you, Chairman. As of the record date of the meeting, there were 31,567,592 shares of common stock outstanding, each of which is entitled to one vote. A majority of these shares is present in person or by proxy, which as of earlier this morning, totaled 22,525,014 shares and which constitutes a quorum. A final tabulation of the shares present and voting at this meeting will be obtained subsequent to the meeting from the company's transfer agent.
Chaim Lebovits
executiveThank you, I hereby declare that a quorum exists. I'll now proceed to vote on the proposals. Let me briefly describe the voting procedures. We will hold by proxy and by virtual ballot. If you have previously turned in a proxy and you do not intend to change your vote, it's not necessarily that you complete another proxy or ballot. Your vote will be counted. If you're eligible to vote and have not submitted your proxy, or if you want to change your vote, please submit a virtual ballot. Virtual ballots are available for any stockholder who wishes to vote, a virtual ballot to change their votes. Stockholders may do so by clicking Vote Here. On the virtual platform, submission of a virtual ballot will revoke all prior proxies. I hereby declare the polls are now open for each proposal. [Voting]
Chaim Lebovits
executiveI now formally close the polls. Thank you. Tony, what are the preliminary results of the vote on each proposal?
Anthony Polverino
attendeeThank you, Chairman. With respect to each proposal, the requisite number of shares have been voted in favor of adopting the proposals as the Board of Directors recommended.
Chaim Lebovits
executiveThank you. I declare that all proposals have been approved, ratified and passed by the stockholders. The final results of voting, including any ballots and proxies recorded during this meeting, will be set forth in the report of the inspector of elections and will be included in the minutes of the meeting. The final results will also be included in our reports filed with the SEC. There being no other business to come before the meeting, the formal part of the meeting is now adjourned. We'll now have time for general questions and discussions after the following notice from our legal counsel.
Michael Rosenberg
attendeeBefore the discussion, I would like to remind you that various remarks which may be made by Brainstorm's -- about Brainstorm's future expectations, plans and prospects constitute forward-looking statements for the purposes of the SEC's safe harbor provisions. For this purpose, any statements that are not statements of historical fact may be deemed to be forward-looking statements. Actual results may differ materially from those indicated by these forward-looking statements as a result of various important factors, which are discussed in the company's most recent annual report on Form 10-K, which is on file with the SEC. The forward-looking information represents the company's outlook as of today, and Brainstorm does not undertake any obligation to update forward-looking statements made here. Subsequent events and developments may cause the company's outlook to change.
Chaim Lebovits
executiveThank you. So if a question is beyond the scope of the meeting, we may request that you provide your contact information, an appropriate rep of the company would get back to you. I would again -- so I would want to turn to the operator and please read the first -- the question #3, I see on the screen, which is the first question. Or should we read it? We will read it.
Chaim Lebovits
executiveSo the question is, if the pretrial decline requirement is a slope of 0.7 per month, and response are defined as those with a slope improvement of 1.25 per month doesn't now have to reverse the disease to avoid trailer results with a retrial slope between 70 and 1 25 -- 0.70 and 1.25. With percentage of slope change per month be a better measure of response versus 1.25 change for those with an initial slope between 0.70 and 1.25. It's an easy question, and it's easy to answer, Dr. Kern, please.
Ralph Kern
executiveYes. Thanks. I think there's 2 parts to the question. The first part is who are the population of ALS patients recruited into the trial. And because the entry criteria require a slope of at least one point per month, I think the -- I think that answers the first part. The second part is what is more sensitive or preferable as an outcome measure in terms of a slope change or a percent change in slope. And in fact, we're looking at both, but the primary outcome measure is a 1.25 point per month improvement in postslope compared to preslope, So I hope that answers your question.
Chaim Lebovits
executiveYes. So the next question is, if we can comment on the status of the potential 250,000 share awards to our Chief Operating Officer, Dr. David Setboun, for a commercial partnership agreement. Yes. So we didn't materialize a partnership deal, we would have announced it. And if we were to have a partnership deal, he will get those shares. We'll be very happy to give him those shares. Hope, we should be in such a position. Being no further questions. No further questions. Okay. So I would like to progress my appreciation to the stockholders in attendance and everyone who submitted their proxies and everyone that amended your questions. This concludes the meeting. You may now disconnect.
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