BridgeBio Pharma, Inc. (BBIO) Earnings Call Transcript & Summary

Welcome to the 2020 Annual Meeting for BridgeBio Pharma, Inc. Our host for today's call is Neil Kumar, CEO. [Operator Instructions] I will now turn the call over to your host. Mr. Kumar, you may begin, sir.

Thank you so much. Good morning, everyone. My name is Neil Kumar, Chief Executive Officer of BridgeBio Pharma, and I'll be presiding as Chairman of the meeting. The meeting is now called to order. I've asked Brian Stephenson, Chief Financial Officer and Secretary, to record the minutes of the meeting. It is a pleasure to welcome our stockholders and visitors to the annual meeting of BridgeBio Pharma. We are conducting this meeting entirely as an audio webcast. We hope that hosting the meeting virtually will allow a broader group of stockholders to participate. This meeting is being held in accordance with the corporation's bylaws and Delaware law. In our meeting today, we will review the matters described in our notice and proxy statement, a copy of which was mailed on or about April 22, 2020, to all of our stockholders of record at the close of business on April 15, 2020. After that, voting will be completed. The preliminary results will be announced and the formal meeting will be adjourned. Meeting participants can enter questions online at any point during the webcast by typing their question into the "Ask A Question" box at the bottom of their screen, and clicking Submit. Before proceeding to the formal business, I would like to introduce the directors and officers of the corporation who are with us today. Our directors are myself; Eric Aguiar; Richard Scheller; Ali Satvat; Charles Homcy; Jim Momtazee; Jennifer Cook; and Ron Daniels. Our officers are myself; Brian Stephenson; Uma Sinha, Chief Scientific Officer; Richard Scheller, Chairman of R&D; Charles Homcy, Chairman of Pharmaceuticals and Lead Director; Michael Henderson, Chief Business Officer; Cameron Turtle, SVP of Portfolio Management and Corporate Development; Frank McCormick, Chairman of Oncology; and Brian Stolz, Chief Operating Officer. Our independent auditors, the firm of Deloitte, is represented at this meeting by Trisha Siegel. Our outside counsel, the firm of Goodwin Procter, is represented by Maggie Wong. Now let's proceed to the formal business of the meeting. I will now turn things over to Yi Ching, Chief Accounting Officer, to transact the business for which this meeting has been called. Yi Ching, go ahead.

Thank you, Mr. Chairman. Stockholders of record as of the close of business on April 15, 2020, are entitled to vote at this meeting. A record of stockholders as of the date is on file at the principal place of business of the corporation and has been available for inspection by any stockholder for the last 10 days immediately prior to the date of this meeting during normal business hours. Please note, no one attending the meeting via the webcast or over the telephone is permitted to use any audio recording device. Thank you in advance, for your cooperation. The Board of Directors has appointed Tara Condon, Vice President, Head of Legal Affairs, to act as inspector of elections for the annual meeting, and she will tabulate results of the voting. The inspector of election has signed the oath of her office, which will be filed with the minutes of this meeting. Tara, do we have a quorum present?

Tara?

Sorry, I forgot to unmute myself. Of the 121,367,855 shares of common stock entitled to vote at the meeting, 107,295,679 shares are represented either in person or by proxy and therefore, a quorum is present.

I declare that a quorum is present. We may now proceed to transact the business for which this meeting has been called. Let me briefly describe the voting procedures. We will vote by proxies submitted prior to the meeting and by online ballot. If you have previously turned in your proxy and you do not intend to change your vote, it is not necessarily -- necessary that you complete an online ballot. Your vote will be counted. It is now 11:07 a.m. on June 2, 2020, and the polls for each matter to be voted on this annual meeting are now open and will remain open during the discussion of the proposals and the questions-and-answer period. You may vote online during this meeting while the polls are open. Our first item of business is the election of directors. At this meeting, we will be voting on 2 nominees for directors, as nominated by the Board of Directors, to hold office until the 2023 Annual Meeting of Stockholders, all as set forth in the proxy statement; James C. Momtazee and Richard H. Scheller are the 2 nominees to serve as directors. The 2 nominees receiving the plurality of the votes entitled to vote and cast will be elected as directors. The corporation's bylaws require that a stockholder provide advance notice to the corporation of the stockholder's intent to nominate persons as directors. No such notice was received. Accordingly, I declare the nominations for the directors closed. Anyone who is voting by online ballot, please mark your ballot now. [Voting]

The second item of business is the ratification of the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of the corporation for its fiscal year ending December 31, 2020, as set forth in the proxy statement. Stockholder ratification is not required by the corporation's organizational documents and stockholder ratification is not binding on the company, the Board of the Directors or the Audit Committee. However, the Board of Directors is submitting this proposal to the stockholders for ratification as a matter of good corporate governance. A majority of the votes properly cast is required in order to ratify the appointment of Deloitte & Touche LLP. If the stockholders do not approve the selection of Deloitte as the corporation's independent registered public accounting firm, the Board of Directors and the Audit Committee will reconsider the appointment. Anyone who is voting by online ballot, please mark your ballot now. [Voting]

The third item of business is the approval of an amendment and restatement of the corporation's 2019 stock option and incentive plan to, among other things, increase the number of shares of common stock reserved for issuance thereunder by 2,500,000 shares. The Board of Directors unanimously recommends that stockholders vote in favor of this proposal. Anyone who is voting by ballot -- online ballot, please mark your ballot now. [Voting]

As a reminder, please enter any questions about the proposals or voting procedures online. And if appropriate, we will read them aloud. Tara, do we have any questions about the proposals?

No, there are no questions at this time.

Thank you, Tara. As there are no questions, we will pause for a few moments to allow any final voting. You must submit your online ballot now in order for them to be counted. The inspector of election will not accept ballots, proxies or votes or any changes or revocations submitted after the closing of the ballot polls -- at the closing of the polls. It is now 11:11 a.m. on June 2, 2020, and the polls for each matter to be voted on this meeting are now closed. No additional ballots, proxies or votes and no changes or revocations will be accepted. Inspector of elections, please report on the results of the voting.

With regard to proposal 1, the 2 nominees received the plurality of votes entitled to vote and properly cast. With regard to proposal 2, a majority of the votes properly cast have been voted in favor of the ratification of Deloitte & Touche LLP as the corporation's independent registered public accounting firm for the fiscal year ending December 31, 2020. With regard to proposal 3, a majority of the votes properly cast have been voted in favor of the corporation's amended and restated 2019 stock option and incentive plan.

Thank you, Tara. Mr. Chairman, I declare that all of the proposals presented at the meeting have been ratified or approved 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 election and will be included in the minutes of the meeting. The final results will also be included in our reports filed with the SEC.

Thank you, Yi Ching. There being no other matters for consideration at this meeting, I hereby adjourn this meeting.

This now concludes the meeting. Thank you for joining, and have a pleasant day.