Precigen, Inc. (PGEN) Earnings Call Transcript & Summary

Ladies and gentlemen, thank you for standing by, and welcome to the Precigen 2020 Annual Shareholders Meeting. I would now like to hand the conference to your speaker today, RJ Kirk. Please go ahead, sir.

Good morning. I'm RJ Kirk, Executive Chairman of Board of Directors of Precigen Inc., and I would like to welcome each of you to our first Virtual Annual Meeting of Shareholders. To all of our shareholders, I wish the best for you, your families and your communities in these unprecedented times. I'm also pleased to welcome Dr. Helen Sabzevari to the Annual meeting. Helen previously served as President of PGEN our subsidiary and has served as our President and Chief Executive Officer since January of this year. Helen is also a nominee this time -- this shareholder meeting to our Board. And you'll be hearing from Helen shortly. I'm also pleased to have members of our Board and our executive officers here with us today. I hereby call this meeting of shareholders to order and ask Don Lehr, our Chief Legal Officer, who will serve as Secretary of this meeting to continue with the proceedings. Don?

Thank you, RJ. We're hosting today's meeting through this virtual meeting platform to ensure the health and welfare of our shareholders, directors and management in light of the COVID-19 pandemic. Rules and procedures have been posted on the virtual meeting platform. [Operator Instructions] Attending this meeting today is Mr. Jim Gaughan from CT Hagberg LLC who's been appointed inspector of election to tabulate and certify the votes pursuant to the company's bylaws. Also attending this meeting is Mike Morton, our representative of Deloitte & Touche, which acts as the company's independent registered public accounting firm for 2019. And at which the company is proposed as its independent registered public accounting firm for 2020. Mr. Morton will be available during the meeting to address applicable questions. The company received an Affidavit made by Joanne Vogel of Broadridge Financial Solutions stating that on May 1, 2020, due notice of this meeting was properly mailed. The Affidavit will be filed with the minutes of the meeting. The company's 2019 annual report and 2020 proxy statement have been made available to shareholders online as well as by mail if so requested. Mr. Gaughan, may I ask what is the total number of shares and votes present or represented at this meeting? Can we have Jim Gaughan, please?

Shareholders holding at least 155,979,764 shares of the company's common stock are present by proxy. The shares constitute more than 91.39% of the total number of votes entitled to be cast at the meeting, based on the shares outstanding at the close of business, April 24, 2020, the record date of this meeting.

Thank you very much. RJ, there is a quorum, and therefore, the meeting can proceed. Shareholders will be asked to vote on each of the 4 proposals listed in the proxy statement, and there are no other proposals to be considered at the meeting today. Any shareholder or shareholder representative who desires to comment on a proposal may do so by submitting a comment using the designated field on the web portal. After the votes are being counted, we'll receive the report of the inspector of election, which will conclude the official business of the meeting. And after that, Helen will give a few remarks, and then we'll hold a brief general Q&A session. [Operator Instructions]. RJ, with your approval, we'll now consider each proposal discussed in the proxy statement.

Please proceed.

Great. The first order of business is the proposal to elect the following 10 individuals to the company's Board of Directors. Cesar Alvarez, Stephen Frank, Vanita Gupta, Fred Hassan, Jeffrey Kindler, Dean Mitchell, Helen Sabzevari, Robert Shapiro, James Turley and Randal J. Kirk. Each to serve a 1-year term expiring at the earlier of the next annual meeting or until his or her successor is duly elected and qualified. Are there any questions or comments regarding this proposal?

No comments have been received.

Thank you very much. The second order of business is to ratify the appointment of Deloitte & Touche as the company's independent registered public accounting firm for the fiscal year ending December 31, 2020, as described in the proxy. Are there any questions or comments regarding this proposal?

No comments on the proposal.

The third order of business is the proposal to approve a nonbinding advisory resolution approving the composition of the named executive Officers as described in the proxy. Are there any questions or comments regarding this proposal?

No comments on the proposal.

And the fourth and final order of business is the proposal to approve the amendment that the Precigen, Inc. amended and restated 2013 Omnibus Incentive Plan to increase the number of shares of common stock, which may be subject to awards that are under by 2 million shares as described in the proxy. Are there any questions or comments regarding this proposal?

No comments on the proposal.

We will now proceed with a vote to approve each of the 4 proposals before the stockholders. [Voting]

And thanks to the magic of electronics. I can hereby declare the voting closed. Mr. Gaughan, as inspector of election, would you please make a preliminary report on the results of the voting?

Having tabulated the votes cast, I find that at least 98,473,886 or 91.15% of the number of votes properly cast were cast for the election of each of the 10 nominees for Director. At least 154,172,413 or 99.11% of the number of votes properly cast were cast in favor of the appointment of Deloitte & Touche LLP, the company's independent registered public accounting firm for the fiscal year ending December 31, 2020. At least 104,775,781 or 97.11% percent of the number of votes properly cast were cast in favor of the approval of the nonbinding advisory resolution approving the compensation of the named executive offices. At least 105,471,151 or 97.7% of the number of votes properly cast were cast in favor of the approval of the amendment to the Precigen, Inc. amended and restated 2013 Omnibus Incentive Plan to increase the number of shares of common stock, which may be subject to awards thereunder by $2 million.

Thank you very much. Based on these results, I'm pleased to declare that all the director nominees have been elected, and each of the additional 3 proposals presented to the shareholders have been approved or ratified. The inspector of election's final report on the results of the voting will be filed with the minutes of the meeting and will be reported in a Form 8-K. RJ, the formal business of the annual meeting is now completed. I believe we will now turn it over to our President and CEO, Dr. Helen Sabzevari, for a few remarks. Please note that the remarks made today may contain forward-looking statements, and actual results could differ materially from those projected. The company undertakes no obligation to update or revise publicly any forward-looking statements, whether because of new information, future events or other factors. After Helen speaks, again, we will address any general shareholder questions. Helen, over to you.

Thank you, Don, and thank you to those who are joining us virtually for Precigen Annual Meeting of Shareholders. I hope that this call finds you and your families safe and healthy during these times. I would like to begin by thanking our Executive Chairman, RJ Kirk and the rest of the Board of Directors for the opportunity to serve as a CEO of Precigen. Since I transitioned into the role in early January, we have made great strides in reshaping the focus and direction of the company. As our lives slowly return to a new normal, the same holds true at Precigen. The health and safety of our employees continues to be of utmost importance. Essential personnel, including all research and development scientists are in the labs and practicing appropriate safety measures, and we are providing regular COVID-19 testing at our headquarters in Germantown. The ultimate goal at Precigen is to better the lives of patients through new treatment options where current treatments fall short. With this in mind, we look forward to the second half of 2020 as we continue to adhere to our core operating principles, while moving towards multiple clinical and preclinical programs. This includes specifically advancing 3 first in Class Investigational therapies, our PRGN-3005 UltraCAR-T in ovarian cancer, our PRGN-3006 UltraCAR-T in AML and MDS and our PRGN-2009 AdenoVerse immunotherapy in HPV-positive tumors from concepts to clinic over the last 18 months. It is with great pride that I lead such a passionate and dedicated team. We are working diligently to become a key player in the gene and cell therapy space. As the science continues to evolve and progress, the ultimate goal of improving patient care with our innovating product portfolio remains a top priority. In addition, we are dedicated to preserving our financial resources and further streamlining our organization, which should give us runway well into 2021. Achieving these goals, we believe will drive both near and long-term shareholder value. In concluding, I'm pleased to report that at this point, we remain on track with our previously disclosed clinical timelines and milestones. We look forward to updating you in the coming weeks and months. Thank you for your continued support and with that, I will now turn the call back over to Don. Don?

Thanks, Helen. [Operator Instructions]. RJ, I think we're ready for general Q&A at this time?

Yes, we are. What questions do we have in the queue?

Steve Harasym, our Head of Investor Relations, will report on the questions.

Thank you, Don. The first question submitted by a shareholder is regarding the 2 CAR-T trials, which have been going on for nearly a year. What color can you give us on the tumor response of those dosed to date?

Thank you for asking -- sorry. RJ, please.

Go ahead. Go ahead, Helen. I was going to direct the Q&A line, please.

Okay. Thank you for the question. Actually, as we have mentioned previously, on a PRGN-3005, we have already completed 2 cohorts, the first 2 doses, and we have now moved to the third cohort in the IP arm. From a perspective of AML, we have finished the first cohort in the non-lymphodepleted. And we also are very pleased that we were able, and FDA has accepted our amendment that we have now concurrently can enroll into lymphodepletion. If our shareholders remember, the original design from FDA was that we could only do non-lymphodepletion. Once we finish that arm, then we will move to the lymphodepletion for gaining the safety and perspective on toxicity, and we really see this as a step forward and to be able to do concurrently. One other aspect that we have already reported on both trials, which we are very excited about is the encouraging data that we see on the T cell expansion and kinetics. And also, we have -- to date, we have 100% success in our manufacturing, which was one of the biggest check boxes for this platform as there has been no such platform in the clinic with overnight, 24 hours of manufacturing and then giving the autologous T cells back to the patient. So for all of that, we are quite excited. And as we have mentioned, we do keep our timelines, and we will be reporting on a second half on both as the interim data in IP arm of 3005 as well as in the AML non-lymphodepletion part.

Thank you. Thank you, Helen

Don?

Steve, are there any further questions?

RJ, thank you. No. Don, at this point, there's no further questions, and I turn it back to you.

Don?

Thank you, RJ. I believe at this time, we have concluded the business of the meeting. And I appreciate everyone's participation. RJ, if you want to call it to a conclusion?

Yes. I think we should adjourn at this time. Would you like to give our mutual regards to our shareholders?

Yes. So on behalf of Mr. Kirk, Dr. Sabzevari and our Board and the entire management team, I thank each of you for attending and for your continued interest and support of Precigen. The meeting is now adjourned. Thanks, everyone.

Thank you.

Thank you ladies and gentlemen, this concludes today's conference. Thank you for participating. You may now disconnect.