Oneview Healthcare PLC (ONE) Earnings Call Transcript & Summary

Thank you for standing by, and welcome to the Oneview Healthcare Annual General Meeting. [Operator Instructions] I would now like to hand the conference over to Mr. Joe Rooney, Chair. Please go ahead.

Thank you. Good morning, ladies and gentlemen. My name is Joe Rooney, and I'm very happy to welcome you as Chair to the 2023 Annual General Meeting of Oneview Healthcare PLC. In accordance with the company's constitution, I have been appointed by the directors to act as Chairman in respect of this AGM. Let me begin by introducing my fellow board members. With me here in the boardroom are James Fitter, the Chief Executive Officer and Executive Director of Oneview Healthcare; and Helena D’'Arcy, our Company Secretary. Joining us by telephone are Nashina Asaria, Independent Non-Executive Director; Mark Cullen, Independent Non-Executive Director; and Barbara Nelson, Independent Non-Executive Director. As laid out in the notice of the meeting, we have asked people not in a position to attend the physical AGM to instead avail of the established proxy voting services in order for your vote to count, and to take the opportunity to submit in advance any questions you would like addressed at this AGM, and to avail of the teleconferencing facility to listen to the business of the meeting. The time is now just after 9:00 a.m. in Dublin. Under Article 54 of the company's constitution, the quorum for this meeting is 1 member. As I have been appointed proxy of CHESS Depository Nominees Limited, the company's sole registered shareholder, I can confirm that the quorum has been validly constituted, that the notice of meeting has been provided for the requisite period, and that the meeting may proceed to business. Voting will then take place by our statutory shareholders through me as Chair of this meeting in accordance with the wishes of our cast holders as set out and duly completed, returned and verified voting instruction forms in the manner outlined in the notice of the meeting. The purpose of today's meeting is to consider the resolutions set out in the notice of the AGM sent to shareholders on the 3rd of October 2023. But first, I hand over to James Fitter, who would like to spend a few minutes reviewing the progress made since the last AGM and give you all a business update. Following that update, I will move to shareholder questions and the formal business of the meeting. James?

Thanks, Joe. Firstly, I would like to draw shareholders attention to the quarterly 4C for the third quarter that was filed with the ASX this morning. And as you'll see from that, the last quarter has been one of the busiest in the company's history as we continue to capitalize on the momentum in the market on the back of the revalidated value proposition for bedside technology post-pandemic. Thank you, shareholders that supported the capital raise during the quarter that saw us raise $22.8 million in fresh capital by way of the $20 million placement and the share purchase plan, which we were delighted to see oversubscribed by 80%. We were thrilled to add another very high-profile new logo in the quarter with the Children's Hospital of Ireland becoming our first European cloud customer. And having such a prestigious new facility in close proximity here in our Dublin headquarters has been especially satisfying for our Irish-based staff. I'm just back from 3 weeks in the United States, where we celebrated the burgeoning partnership with Baxter International at their headquarters in Deerfield, Illinois, just outside Chicago. This has been a very intense collaboration throughout the quarter between our respective organizations as we prepare for the sales launch of the partnership in California next month. I want to say a special thanks to everyone at Oneview who's been working so hard to prepare for what we anticipate will be a mutually beneficial partnership ahead. I'm also delighted to report that we've today finalized Phase 1 of our new bring-your-own device project, which will allow patients to use their own smartphones to access the full functionality of the Oneview platform. And as you'll note, we were privileged to host senior leadership from NYU Langone Health and their product teams here in Dublin last month and having them as a co-design partner for this product, I think, speaks volumes of the depth of the partnership with the #1 ranked hospital in New York. NYU Langone have confirmed they will be piloting the product in the current quarter, and we just reached agreement to pilot the product with another innovative health system here in Ireland. So great progress on what's a very important initiative. I'd also draw your attention to the latest extension of our partnership with the University of California in San Francisco, who are our first enterprise customer in the United States and have just signed their fourth consecutive 3-year extension, which again speaks volumes to the quality of the product and the value it's bringing to some of the most discerning hospitals in the United States. In a similar vein, we were delighted to extend our partnership with Bumrungrad International in Thailand for a further 3 years. Bumrungrad will become our first cloud customer in Asia, once again, highlighting the value of the investment we made in migrating to the cloud during the pandemic. We're very excited as we look forward to 2024 with 2 clear catalysts for growth in the form of the Baxter partnership and the launch of our new mobile solution. These initiatives come on top of what is an increasingly positive outlook for bedside technology and would note that the widely respected consultancy Gartner are now highlighting that our category, which they refer to as next-generation interactive patient care, is finally on their analysis, made it to what they call the plateau of productivity, which they define as when mainstream adoption starts to take off and the technology's broad market applicability and relevance are clearly paying off. Finally, I just wanted to thank all of our shareholders and particularly all of our staff for their continued support. We all look forward to next year with much anticipation.

Thank you, James. Shareholders were invited to submit questions prior to the commencement of this meeting by post to the company's secretary, together with evidence of their shareholding. As of 9 a.m in Dublin time on the 25th of October, the final date for receipt of questions. No questions have been received. I would remind all the shareholders that the purpose of today's meeting is specifically to consider the business of the resolutions contained in the notice and therefore, questions are limited to these matters. I will now pause to take any questions from shareholders present with us today on the resolutions before the meeting. Please address your questions to me, and if I cannot answer it, I will direct it or then appropriately to one of my colleagues. If there are any detailed supplementary questions, please direct them in writing to the Company's Secretary at the company's registered office as per the Investor Relations section of the company's website or by e-mail to cosec@oneviewhealthcare.com. Are there any questions from shareholders on the resolutions before the meeting today at this time?

Chair, there are no phone questions at this time.

Thank you. So I will now move forward to the formal business of the meeting. I will take the notice of meeting issued to members on the 3rd of October 2023, including the details of each of the resolutions as read. There are 20 resolutions to be considered at this AGM, full details of which are set out in the notice of the meeting. These resolutions shall be voted upon by those shareholders present today in person or by proxy. In accordance with Article 61 of the company's constitution, as Chairman, I hereby demand voting by poll. Of the 20 resolutions being voted upon today, 18 are ordinary resolutions, which in order to be passed, must be approved by a majority of 50% plus 1 vote of those voting. These ordinary resolutions are identified in the notice of meeting. The other 2 resolutions are special resolutions, which, in order to be passed, must be approved by a majority of not less than 75% of those voting. These special resolutions are identified in the notice of meeting. Every ordinary shareholder or cast holder present as a nominated proxy of CDN, shall have 1 vote for every ordinary share or casts, of which he or she is the holder. In accordance with Constitution, I now demand that each of the resolutions listed in the notice of the meeting is put to the meeting by way of a poll. As Chairman of the meeting, I have been appointed as proxy in respect of 352,501,354 shares, representing 53% of the issued capital. No other proxies have been appointed, and there are no other shareholders entitled to vote. The proxy vote instructions delivered have been verified by the registrars, Computershare, by reference to the register of members the cast register and the list of authenticated voting instruction forms received by the company. I now cast the votes in respect of those 352,501,354 shares in accordance with the proxy vote instructions. No further votes are to be cast, and I declare the poll closed. With the exception of Resolution 8, I confirm that all of the resolutions before the meeting have been passed by in excess of 99% of the votes cast. Resolution 8 has not received the requisite number of votes in favor and accordingly, has not been passed. The full result of the poll, including the total of the votes cast for and against the resolutions and the abstentions, will be published immediately through the ASX and on the company website tomorrow. That concludes the business of the meeting, and I would like to thank you all for your attendance today.

Thank you. That does conclude our conference for today. Thank you for participating. You may now disconnect.