Qiagen N.V. (QGEN) Earnings Call Transcript & Summary

Ladies and gentlemen, let me welcome you to this Annual General Meeting of QIAGEN. My name is Larry Rosen, and I'm Chair of the Supervisory Board. Here on the podium, I'm joined by 2 colleagues from the Supervisory Board: Dr. Metin Colpan, the Chair of the Science and Technology Committee of the Board and Co-Founder of QIAGEN; and Dr. Eva Pisa, the Chair of the Compensation and Human Resources Committee. In the audience, we have a new Board member, Eva van Pelt. Also joining us online is another new member, Bert van Meurs. And also joining us on the podium are our 2 managing Board members, Dr. Thierry Bernard, our CEO; and Mr. Roland Sackers, our CFO. I would also like to introduce to my right, Mr. Casper Nagtegaal, partner with De Brauw Blackstone Westbroek N.V.; and lastly, joining us from our auditors is Mr. René Meester and Ms. Aleksandra Szafranska. Let me begin with a few formalities. First, we are offering a live webcast on the Internet. The audience is in listen-only mode. Second, as in the past, all shareholders present or represented at the beginning of this meeting shall be deemed to be present or represented during the entire meeting. The official language shall be English. Mr. Nagtegaal has been formally appointed as Secretary. If we have questions in Dutch, these will be translated by Mr. Nagtegaal along with the answers. The record date for shareholders entitled to vote by proxy was May 24, 2024. At the record date, the total number of shares with voting rights amounted to 221,847,175. Mr. Nagtegaal, would you please hand me the attendance list and count the votes present and represented at this meeting? Thank you. According to the attendance list, I can inform you that the holders of 170,709,655 common shares in the capital of QIAGEN are present or represented at this meeting, who, in total, may cast the same number of votes. This represents more than 50% of the issued share capital. Let us now move to agenda item 2, which involves the Managing Board Report for 2023. Much of the Management Board Report and additional information is available in our Annual Report, which you can find on the QIAGEN website. Thierry will first give a presentation on the progress of QIAGEN in 2023, and Roland will then give a presentation on the financial performance. Then we will have time for your questions on all agenda items at our meeting. Afterwards, I will briefly introduce each of the agenda items and announce the voting results. I would now like to hand over to Thierry.

Thank you, Mr. Chairman, and good morning, everybody. Good morning on people also on the web and attending remotely. So before I start presenting highlights from 2023, I'd like to just start this presentation with a short video, which is a bit summarizing not only our kind of different activities but customer classes as well. So should we start with the video, please? [Presentation]

Thank you. So we can come back to the presentation. You will see I'm going to mix the presentation between the highlights for 2023, but since also QIAGEN had a Capital Market Day in New York this week, Roland and I will give you also some insights on the key messages that we delivered to the market this week. So you heard on that video that basically QIAGEN is extremely relevant on an environment which is influenced by the power of biology. And think about it, look at newspapers around you. Rumors on bird flu, potential pandemic. Look at the U.S., tuberculosis is back, outbreaks in New York, outbreaks in Long Island, outbreaks in Chicago. What is clear is that especially since the pandemic COVID-19, diagnostic, whether it's for life science and research or clinical diagnostics, has become a really key part of the health care value chain. And to simply understand QIAGEN, as a reminder, if you agree that diagnostic has become a key component of the health care value chain, you would probably agree that molecular diagnostic is definitely a key component of the diagnostic value chain. And our founders, and Dr. Colpan is here with us today, understood the promises of biology 40 years ago. And it's fair to say that QIAGEN enabled that revolutions of molecular biology when Dr. Colpan found a solution to accelerate access to the building blocks of life, which are DNA and RNA. Basically, there is before QIAGEN in molecular diagnostic and after QIAGEN. So our mission is quite well known. I hope so at least it's making improvements in life possible. This is also what is motivating our 6,000 QIAGENers all over the world. And you see here that this is a remarkably balanced company. Let's say, round the numbers or to give our guidance for 2024, $2 billion revenue companies, 6,000 QIAGENers and what we call a typical razor-razorblade business model, where 85% of our revenues are recurring and coming from consumable and service and 15% of our revenue is coming from instrument sales. I know that people sometime like to put companies into boxes. Is it a life science? Is it a clinical diagnostic? QIAGEN is both. We are equally at home between life science, research, academia; and clinical diagnostic, laboratory pharma companies because 80% of our sales are operating into both applications. A few words about 2023, I think it's fair to say that '23 was again another very solid year for QIAGEN. We systematically achieved or exceeded guidance quarter after quarter, once again, and delivering 8% CER non-COVID growth, was clearly outpacing the market growth last year. And you can see here that we hit the targets that we set for the year, not only on the top line but also from an EPS standpoint. I'm not going to go all the details on all those slide, but giving some more details on our business model. I said that at the beginning that we are equally at home between life science and clinical diagnostic. You see here that it's too large market for us. It's an $11 billion total market accessible for our company. But what I will insist on, it's a remarkable arrays of different customers. We have solutions bringing added value answers to needs for academia laboratories, for research laboratory, for clinical in hospitals or private laboratories, pharmaceutical companies and, once again, CRO. Last year, you heard probably some other companies saying that post-COVID, the market was a bit, let's say, on a softer growth. At QIAGEN, we really believe that the fundamentals pushing our markets are still very solid. Population is aging all over the world, which means that we will need more tests to follow and monitor that population. Many infectious diseases sometime are becoming chronic. HIV, it became a chronic disease. It's fair to say that for many patient, cancer is also a [ chronic ] situation that we have to monitor during many years. And also, biology is one of the main field of many rapid breakthrough. I'm just going to say, for example, liquid biopsy started more or less 10 years ago. The power now of microbiome, for example, you look at cancer, we talk more and more about what we call minimal residual diseases. Long story short, our market is constantly pushed by significant technology advances. And why is QIAGEN so specific? What sets us apart? I mentioned at the beginning, the breakthrough created by Dr. Colpan 40 years ago. So that means that here, you see basically the typical workflow in a lab. It all starts with a biological sample, whether it's a swab, blood sample or other kind of sample. And then the first step, which is extremely important, is that sample preparation, everything which is between collection of the sample, stabilization of the sample, extraction of nucleic acid, this is what will guarantee the quality of your overall run. And this is where QIAGEN is clearly the #1 in the world. And taking or leveraging that fundamental, pivotal, unavoidable step in the lab, we can then leverage and take leadership position in, for example, PCR analysis, in digital PCR analysis or next-generation sequencing. In addition to that, and especially for the last 10 to 12 years, QIAGEN have very much invested into trying to make all those datas coming from those analysis, PCR analysis, next-generation sequencing understandable for the clinician, for the laboratory. This is the power of what we call our QIAGEN Digital Insight, or our bioinformatic portfolio. A quick insights on some of our performances last years by product line. You know that QIAGEN sets guidance every year precisely on some portfolio solution that we have. So last year, we gave clear objective for sample technology for QuantiFERON, which is our solution for tuberculosis detection; QIAstat diagnostic; QIAcuity, which is our digital portfolio; and NeuMoDx. So you can see that we were either very close to the target or on target for some of those activities. As I said, it was a very solid year. Sometime, you see numbers in yellow because we slightly missed one of the component of the target. But overall, again, a solid year for the company. And this is where I mix a bit with what we disclosed to the market this week. We clearly, for the last 4 years indicated that as we are a mid-cap, we need to focus our R&D investment where we can take between the #1 and the #3 position in the world, and we reiterated, we confirmed that sharpened focus for the coming years. We disclosed our plan 2024, '28. And long story short, we indicated to the market that we would sharpen this focus and increase our profitability. And you see here where the company is going to forcefully invest: sample technology, as I said; QuantiFERON, our solution against tuberculosis; QIAstat-Dx; and QIAcuity. There is another investment that you see immediately after that we started at the end of last year, which is in our bioinformatics capabilities, what we call QIAGEN Digital Insight. Long story short, what you have to understand for these activities that basically we sell software to research lab, once again, to academia, to clinical labs, helping them to compute the phenomenal amount of data coming from the genomics revolution into research or clinical-relevant decisions. Obviously, as I said, we operate in a market boosted by the power of biology, but we obviously also operate in the market, which is our environment, countries where we are active, societies, communities, the world, and we take an extremely serious -- seriously into consideration, our corporate social responsibility. A few details here. First of all, we confirm our net-zero carbon emission for 2050. We believe also in -- obviously, investing in people, and we believe in diversity of our employee base. It's not only gender diversity, but gender diversity is also extremely interesting. We are really making progress here. Now 36% of our employee -- our management base is female, and we are on our way to 40%. Last but not least, we work in health care, which means that we believe also in caring. We believe that emerging countries do deserve to also have access to very quality diagnostic product. And this is why we built, over the last years, more than 50 partnership with public organism and public health agencies. This is also a mix with what we presented this week. The way to understand the future of our company, as I said, is continuing to invest in our organic R&D. Roughly, this is a company which is spending between 9% to 10% of its sales in R&D every year. It's a clear commitment to QIAGEN. It's a big number. It's also a necessary number to continue to develop innovative product year after year, both in life science and clinical diagnostic. We obviously focus on redeploying also our capital into merger and acquisition. We have a very solid balance sheet. Roland will come to that. It enables us, obviously, to do different kind of acquisition. Normally, we focus on what we call bolt-on acquisition, companies that are really synergistic with our portfolio. We are not doing M&A to [ spring ] the company [ thin ], and we need obviously to see a kind of accretion potential in those companies rather quickly. Last but not least, we took -- or we updated our commitment to return value to shareholders this week, with a commitment to return $1 billion to our shareholders in the coming 4 years, absent of M&A. A quick look at the evolution of the year so far. You have seen the result of this company in Q1. Strong quarter again, solid quarter in a market which is a bit softer in life science because there is a bit of, as you know, volatility in our environment, uncertainties around the economy. So labs are a bit more cautious to spend on capital sales. But overall, Q1 was perfectly on target with our guidance. We will be publishing our Q2 at the end of July. And so far, it's fair to say that we believe that we have it under control, and the full year is under control as well. As I said before, commitment to our investors in our last Capital Market Day of 7% CAGR for the coming 4 years, 7% CAGR. We believe that our market, both life science and diagnostic is growing between 4% to 6%, which means that we are going to outpace the market growth once again. And the step-up also in our profitability objective, Roland will come back to that, with a 31% EBIT margin target for 2028. This is a 250-basis-point improvement compared to our target of 2024. So as a summary and, obviously, being extremely open to your questions after, in a volatile environment, 2023 was extremely solid, outpacing the market growth, 8%. It's one of the top growing company. Continuing to focus, focus, focus where we can really bring relevant solution and being leaders on the market. Continuing to invest into ESG commitment. We don't do ESG because suddenly, it became fashionable. We do ESG. We invest into ESG because we believe it makes sense, not only for our environment but also for our customers and for the company, obviously, itself. And a clear commitment for the coming years to sharpen this focus and increase profitability. This being said, I would hand it over to Roland for the financial summary.

Thank you, Thierry. I would now like also to hand over to Roland for the financial report.

Thank you. And thank you as well to all of you who have come here today to Hilden -- actually to Venlo to be with us in person. It's a pleasure to see many of you again here. It has been an exciting week for us at QIAGEN with our Capital Market Day on Monday in New York and now our meeting here in Venlo. So let me now provide a review of 2023 and our very healthy financial situation. Before I start, let me point out our disclaimer. We will be making statements and providing you with responses to questions that involve our intentions, beliefs and views about the future. You can find further information on our website at www.qiagen.com. I would like to point out a few of the key messages from our results for 2023, a year of important developments for QIAGEN. Like other companies, we faced a drop off in COVID-19 testing. This had an impact on overall results, and let me share some perspectives. First, we exceeded the outlook we had set for net sales and adjusted earnings, thanks to outstanding growth in our non-COVID portfolio. The sales was 8% at constant exchange rates, or CER. This puts QIAGEN in the top tier of growth among companies in our industry, and we were pleased with the performance given the challenging macro environment. Our QIAGEN team executed well on our growth strategy. Many of our pillars delivered solid non-COVID gains amid rising instrument placements. Highly recurring consumable kits represented about 88% of total sales. And we saw good underlying growth trends among customers in the life science and in Molecular Diagnostics. Moving to the next slide. I would like to review the key financial figures under U.S. GAAP accounting standards. Our sales were $1.97 billion for 2023, a decline of 8% from '22 and reflects the significant impact of reduced COVID testing. There was some modest headwinds in currency movements against U.S. dollar, our reporting currency. Looking again at the non-COVID growth for the year at 8% CER, a key driver was QuantiFERON, growing 24% CER. This was well above the target for at least 10% growth and a reflection of the demand for our modern testing for tuberculosis testing. Moving down the income statement. The adjusted operating income margin was 26.9% compared to 30.6% in 2022. This decline reflects the reduced sales contributions as well as our decision to make investments into our key products to enhance midterm growth. R&D investments rose to 10.1% of sales from 8.9% in '22 as we maintained a high level of investments into new product development. Sales and marketing expenses declined in '23 in absolute dollars compared to '22, but they rose as a percentage of sales to 23.4% from 22.1% in '22. We are investing into commercialization for our key products and, in particular, improving our digital customer engagement. General and administrative expenses were also lower over the prior year in absolute dollars and remained at 6.1% in '23. Our teams delivered efficiency gains amid investments into our IT infrastructure. Adjusted EPS for '23 under U.S. GAAP accounting standards was $2.09 at CER and above the outlook for at least $2.07 CER. Moving to the next slide. Let me review our sales among the 4 product groups. Let's start with Sample technologies. This is -- this contributes about 1/3 of total sales. Sales in the non-COVID product group rose at mid-single-digit CER rate and represented nearly 70% of sales in this product category. Overall results, however, reflected the 40% CER decline in sales for COVID testing. Diagnostic solutions is our second product group and represented about 1/3 of sales in '23. As I mentioned earlier, QuantiFERON sales were driven by conversion gains for latent TB testing to our tests from altona 20-year old skin test. For QIAstat-Dx, our system for syndromic testing, total sales declined, and this was also due to the strong COVID sales in '22. At the same time, underlying sales was at a high single-digit CER rate as we expanded placements. We just received an encouraging endorsement for our QIAstat-Dx with the recent U.S. regulatory approval of our gastro panel. This provides a way to help a physician diagnose a gastro condition from just one sample, and this results in 1 hour. For NeuMoDx, the '23 sales reflected a significant decline in COVID-19 testing. As you saw in our recent announcement, we have decided to discontinue NeuMoDx. We are working with our customers on transition plans to other solutions and expect to complete this process in 2025. Moving to the PCR/Nucleic acid amplification product group. Non-COVID sales were modestly lower compared to '22. This was again due to lower sales in our OEM business. At the same time, the QIAcuity digital PCR system delivered over 30% CER sales growth as our teams exceeded the '23 sales goals for USD 70 million. We are seeing strong placement trends among research and pharma customers as we bring this technology into clinical oncology in '24. In the Genomics/NGS product group, which represents about 10% of total sales, non-COVID sales product grows at double-digit pace over '22. Our QIAGEN Digital Insight bioinformatics business led the performance with very solid growth. We showed this week in New York how we are extending our #1 position in providing software solutions to analyze and interpret data. On this slide, I would like to show you a reconciliation of the reported U.S. GAAP results with the adjusted results. These adjustments are in line with those of peer companies. We provide this information so you have full transparency. The adjusted results are particularly important for institutional shareholders and analysts to compare QIAGEN with other companies. As you can see, the largest adjustment was related to purchased intangible amortization. This was $75 million in terms of pretax income and the same in '22. In terms of business integration, acquisition and restructuring-related items, the results for '23 included costs for acquisitions. This included the Verogen ForenSeq business and the blood enzymes business in Poland that were both completed in '23. As a Dutch company, we are required to report results under IFRS, or International Financial Reporting Standards. On this slide, you can see an overview of the differences between the net income under U.S. GAAP of USD 341 million for '23 and the higher level of $484.8 million under IFRS. The difference is about USD 143.5 million. The most significant factor relates to the IFRS accounting for the fair value of the convertible notes and warrants. The embedded conversion features of these instruments are recorded as liability under IFRS. Under U.S. GAAP, these are considered in equity. Accordingly, the revaluation of severance and the conversion feature has an effect on the income statement under IFRS. Given the fact that the QIAGEN share price declined in '23, the fair value of the liability decreased as well. And this resulted in noncash financial income of USD 142 million of the income statement under IFRS accounting, while no impact was recorded in our U.S. GAAP results. Another difference is how various development expenses are handled under IFRS. Certain internal development costs are capitalized and amortized over a multiyear period through cost of sales. Under U.S. GAAP, they are expensed immediately. So the remaining $1 million of differences is due to this topic and how it's handled in the accounting standard. Let me note that institutional investors look at the U.S. GAAP results to compare QIAGEN to other companies. And that is why we use this as a primary way to present our results to the financial community. Turning to the next slide. We are using our cash flow-healthy balance sheet to support the business expansion while increasing returns to shareholders. A notable action was a decision in early '24 to return about $300 million to shareholders through the synthetic share buyback. In terms of M&A activity, we are reviewing various opportunities with a keen focus on strategic fit and financial discipline. This is in line with our long-standing approach that has served us well. Key areas for consideration are bolt-on acquisitions that would enhance our pillars of growth and strengthen our overall offering. We are also reviewing ways to increase returns. You saw our announcement in New York this week our plans to return at least $1 billion to shareholders from '24 to '28, and this absent M&A opportunities. In terms of cash flow for '23, operating cash flow was USD 459 million, and this declined from '22 due to the reduced COVID sales. At the end of '23, our leverage ratio was 0.6x net debt-to-adjusted EBITDA compared to 0.5x at the end of '22. This is another good indication of our healthy financial situation. On this slide, you see our financing structure as of December 31, '23. In terms of our balance sheet, our total consolidated net debt stood at $472 million at the end of '23 compared to $443 million at the end of '22. We had about $400 million of debt reaching maturity in '23 and use cash reserves for repayment. We also have about $600 million of debt reaching maturity in the second half of '24. QIAGEN only invests its cash into issuers of the highest credit quality, and a good portion is invested in U.S. treasury bills. On this slide, you see a profile of the employees at QIAGEN by region and function. Our QIAGENers are crucial for our success. We continue to attract and retain talented employees by providing interesting and rewarding opportunities along with a pay-for-performance culture. At the end of '23, the total number of employees declined to slightly under 6,000 employees. We have aligned resources across various functions as our business normalized after the pandemic. But keep in mind that this compares to about 5,600 people at the end of 2020. On the next slide, I would like to update you on our investor relation activities for '23. Our inclusion in the DAX since '21 is a recognition of the progress QIAGEN has made to deliver long-term profitable growth and create value for shareholders and other stakeholders. As for IR activities in '23, we collectively attended more than 200 investor meetings in '23. This was a mixture of in-person and virtual meetings. Our teams attended then 20 bank conferences and conducted over 30 road shows in the U.S., Europe and other areas of the world. We have now 25 analysts covering QIAGEN, with a good balance between the U.S. and Europe. This is important to help us target investors in these important regions. I want to note here that our Investor Relation team was ranked #1 for the European medtech sector in '23 survey of the Institutional Investor magazine and in the top 5 among all European health care companies. Here, you can see the share price development for QIAGEN on the Frankfurt Stock Exchange from the start of '23 to June 14, '24 (sic) [ June 18, '24 ]. And likewise, on this slide, you see the development of the QIAGEN share price in the same period on the New York Stock Exchange. The performance for '23 has to be considered in the context of trends among stocks in the life science and molecular diagnostics industry. These were under pressure during the year following gains in '23. Turning to my last slide. I would like to quickly summarize the key messages. First, '23 was a year in which QIAGEN delivered achievements while navigating through headwinds from the pandemic and the macro environment. Our teams exceeded the outlook we had set for net sales and adjusted earnings while maintaining a high level of profitability and good cash flow. Second, we are pursuing a disciplined capital allocation strategy that focuses on strengthening the business while increasing returns through repurchase programs. This $300 million repurchase in early '24 is a signal of that commitment to create greater value. Third, we're determined to deliver on our new targets for 2028. QIAGEN is committed to deliver solid profitable growth as we move ahead with a renewed level of focus and agility. I want to end here by again thanking our employees for their engagement and commitment. Our QIAGENers are essential for achieving the goals we have set for '24 and our future success and, above all, achieving our vision of making improvements in life possible. Thank you.

Thank you, Roland. Now we have an opportunity for your questions. As already noted, we invite you at this time to ask any questions you may have for all agenda items. There will be no further room for questions once we proceed with the next agenda item. Shareholders may ask questions at this time.

My name is [ Andreas Macek ] from the SdK, Schutzgemeinschaft der Kapitalanleger, which is a German shareholder association with around about 9,000 members. And we are watching every company which is traded at German marketplaces, and we also represent as proxy shareholders at around about 500 AGMs per year. On our website, we are publishing our voting behavior proposals. So we did concerning the QIAGEN N.V. AGM agenda. Let me inform you where and why we propose to vote against some items. And afterwards, I would like to ask the directors to comment this. So which points do we have? It is item 12, adoption of the remuneration policy for the Supervisory Board. According to the German Corporate Governance Kodex and the SdK guidelines, all remuneration policies for Supervisory Board members, which are including variable parts, should be rejected and regard a share remuneration as variable remuneration because a share quotation will never be stable. Then the next [ topic ] is appointment of Ernst & Young as auditor for the -- until 2025. As you may know, EY hasn't the allowance to audit companies in Germany for the next 2 years and had to pay a penalty of EUR 500,000 to German authorities to the BaFin. Background is the Wirecard scandal. So we cannot agree to any appointments of EY at the moment all over the world. Please give me your point of view to that item. Then next point is item 15, the authorized capital. SdK cannot agree to an authorized capital, which is more than 25% of the existing capital to avoid a possible oversized water-down of the existing share value. Yes, these are my 3 points. I'm looking forward to your comments concerning the mentioned points, and I thank you for your kind attention.

So thank you. Let me answer your first question. On the equity component in the recommended Supervisory Board remuneration. QIAGEN is a company which is listed in Germany, but we operate globally in a very international industry. And many of our competitors are offering this kind of compensation to their Board of Directors or -- and/or Supervisory Board. We feel that it's necessary to be competitive in the industry to attract the highest caliber of Board members. It's something that QIAGEN has always done in its history, and we believe that it's led to very much success in a very high-performing, high-caliber Board with many international talents in various different areas. And so we feel that it continues to be appropriate. It's encouraged in some other countries like the U.S. We do recognize that the Kodex in Germany suggests not to give any variable compensation to Supervisory Board members. But again, we function in a very international industry and market and need to be competitive in that market, and we believe, this is something that makes us the most competitive and gives us the best opportunity to have a very high-performing, very high-caliber Board. Thanks. I think Roland will take the second question.

Yes, sure. And again, thanks for your comments, and I appreciate it that you're visiting our AGM today. Of course, we looked in all different scenarios and clearly also in the quality of our auditors, not only for the actual ones but also the ones after we take away from the current auditors. EY is clearly a global audit company. And we, as a Dutch company, are very flexible to pick our auditors, and therefore, we, as a company, and I do think the Audit Committee and Selection Board finally selected that and approved the appointment of EY and recommended for the -- recommendation to the AGM feel comfortable that EY can provide the highest level of standards to QIAGEN going forward.

Okay. And Roland, do you want to address the third question as well?

Yes. And it's clearly also a very valued topic. What we are doing -- what we are asking for approval here is in line with what we have seen with practice from many other Dutch companies, and therefore, we believe it is also in the best interest of the company to keeping the flexibility going forward.

Thank you, Roland. Are there any further questions on any of the agenda items? Okay. Thank you. If that is the case that there are no further questions, I now conclude this item of the meeting.

Can we now move to agenda item 3? This is a nonvoting item and concerns an overview of QIAGEN's compliance with the Dutch Corporate Governance Code. You can find further information in our annual report on this topic and how we take the code into consideration along with requirements in the United States and Germany due to our stock listings in those countries. Next is agenda item 4. This is also a nonvoting item and concerns the Supervisory Board report on the annual accounts for 2023. The report has been prepared considering the corporate governance principles of the Dutch Corporate Governance Code, the New York Stock Exchange corporate governance rules and other applicable laws. And let's now move to agenda Item 5. This concerns adoption of the company's annual accounts for the year ended December 31, 2023. I would like to ask Mr. Meester from KPMG to address the meeting about the annual accounts.

Thank you, Mr. Chairman. Dear shareholders of QIAGEN N.V., my name is René Meester. I'm the responsible audit partner of KPMG for the audit of the IFRS statutory financial statements of QIAGEN N.V. It is my second year of involvement on the engagement. Within the next few minutes, I would like to present the highlights of our 2023 audit engagement. And during my presentation, I will focus on those areas that changed compared to our prior year's audit. And I will be presenting the 5 topics that are shown on the slide behind me. Let me start with our independent auditor's report. Our independent auditor's report covers both the company and consolidated financial statements of the company. The statutory financial statements have been prepared in accordance with IFRS and Dutch GAAP and form the basis for this AGM. We issued an unqualified audit opinion with no limitations. As part of our audit, we also assess the other information included in the annual report, which contains the management report as well as the chapter about corp governance. We concluded that the other information contains the information required by the standards and is consistent with the financial statements. We did not identify any material inconsistencies. Next topic is our materiality. Materiality is used in planning our audit and executing our risk assessment and to evaluate audit misstatements identified during the process. For the 2023 financial statements, we applied a materiality of USD 20 million, which is the same as in the prior year. We agreed with the Audit Committee that we would report individual audit misstatements above the threshold of USD 1 million and other misstatements identified which are considered relevant to the Audit Committee from a qualitative perspective. Our risk assessment. As part of our risk -- as part of our audit, we conduct a risk assessment to define those financial statement captions, where we see a potential risk of material misstatement. As the key estimates for QIAGEN, we consider the assessment of uncertain tax positions, which is also a key audit matter in our audit as well as the valuation of deferred tax assets, valuation of derivatives and the assessment of impairment triggers for definite life intangible fixed assets. We conclude that these estimates are balanced and within an acceptable bandwidth. During our audit, we also test controls to the extent considered relevant for the audit. We did not identify any significant control deficiencies as part of the audit. And this outcome has also been shared with the Audit Committee. Regarding the culture within QIAGEN, I would like to share some of my observations, although I must say that a financial statement audit by itself is not designed nor intended to evaluate the overall culture within an organization. I have observed that people across QIAGEN are very dedicated, professional and open towards the auditor and our findings. Upcoming accounting topics and new requirements are discussed with us proactively and which enables us to timely address such matters in our audit. When it comes to reporting audit findings and audit misstatements, QIAGEN has the policy to correct, where possible, all identified audit misstatements, even if such audit misstatements are far below our materiality. The next topic is about our group audit, our involvement of component auditors as well as the use of KPMG specialists. We achieved a high coverage in the audit, covering 93% of QIAGEN's total assets as well as 85% of consolidated revenues. Compared to the prior year, we decided no longer to involve component audit teams outside of Germany, which was already quite limited in the prior year. So all the work done was executed by KPMG Germany under our direction and supervision. In dealing with complex audit areas, we make use of KPMG specialists. For the 2023 audit, we used KPMG specialists in the areas of taxation, share-based compensations and financial instruments. This approach did not change compared to the prior year. Brings me to my last topic. It's about key audit matters. Key audit matters are those matters that, in our professional judgment, were of most significance to the audit. As in the prior year, we identified one key audit matter, which relates to the accounting for uncertain tax benefits. QIAGEN operates in various tax jurisdictions, and such tax laws can be quite complex. Our KPMG tax specialists have been heavily involved to challenge management's tax positions. And we conclude based on the procedures that we performed that the accounting for uncertain tax benefits has been supported by appropriate evidence, and we conclude that the related disclosures in the financial statements are in accordance with the standards. This brings me to the end of my presentation, and I would like to thank you for your attention and the trust in our work. And I'll be happy to answer any questions that there may be.

Thank you. I hereby record that this proposal has been adopted. The next is agenda item 6. This concerns an advisory vote on the remuneration report. This report is based on the remuneration policies approved by our shareholders at previous meetings. Information on the specific remuneration elements are included in the remuneration report, which is available on QIAGEN's website. I hereby record that the advisory vote on the remuneration report 2023 has been approved. Next is agenda item 7 involving QIAGEN's reservation and dividend policy. Our policy has always been to retain the profits by way of reserve. As a result, QIAGEN will not pay a dividend out of the profits from 2023. Next is agenda item 8. This involves a proposal to discharge the members of the Management Board from liability for the performance of their duties during 2023. I hereby record that the proposal has been adopted. Next is agenda item 9. This involves a proposal to discharge the members of the Supervisory Board from liability for the performance of their duties during 2023. I hereby record that the proposal has been adopted. Let us now move to agenda item 10. This involves a set of proposals to reappoint the current 10 members of the Supervisory Board for a new 1-year term until the next Annual General Meeting. The joint meeting unanimously adopted a resolution to make a binding nomination for the following people: Dr. Metin Colpan; Dr. Toralf Haag; Professor Dr. Ross L. Levine; Professor Dr. Elaine Mardis; Dr. Eva Pisa; Mr. Stephen H. Rusckowski; Ms. Elizabeth E. Tallett; Mr. Bert van Meurs; Ms. Eva van Pelt; and myself, Lawrence A. Rosen. As noted earlier, Eva van Pelt and Bert van Meurs recently joined the Supervisory Board. Eva joined us after serving as Co-CEO and a member of the Management Board of Eppendorf Group, a privately held German life sciences company. Prior to Eppendorf, she held various international management positions with Siemens, Accenture, Hitachi Data Systems and Leica Microsystems. Bert also recently joined the Supervisory Board. Bert is a member of the Executive Committee at Royal Philips here in the Netherlands. Bert has served for over 30 years at Philips in various global business leadership positions in research and development, clinical science and marketing and sales in Europe and in Asia. Eva and Bert, thank you again for joining QIAGEN. We look forward very much to your contributions and working collaboratively with you as new Board members. Eva, would you please share a few comments with the meeting?

Yes. Thank you, Larry, and thank you all for having me here today as your new Board member at QIAGEN. I'm very excited about this opportunity to serve on the Board of QIAGEN and make QIAGEN a continued success story. I always admired QIAGEN because it has a very strong vision to making improvements in life possible but also a very strong strategy of profitable growth. And what really excites me is that it only -- it doesn't only serve the diagnostics part but also the life sciences part. As you have seen in my CV, I always burned and my heart beats for health care, for life sciences. And even during my studies in medical and economics, I discovered that, and I always wanted to make a difference in this field. And I had the privilege and the opportunity to do that over the last 30 years with a couple of big name companies where I could gain a lot of experience, knowledge and best practices. And after my operational 30 years, I can't believe how much the time flies. I'm now super excited actually to contribute from a supervisory and a trusted adviser's position to make other companies like QIAGEN that I admire so much a great company and continued success story. So thank you for your trust in me. Thank you for your vote that you have given to me. And let me assure you, I will bring all my energy, all my knowledge and my experience I gained over the last 30 years to QIAGEN and help QIAGEN on the way to continued profitable growth. Thank you very much.

Thank you, Eva. And Bert, thank you for joining us online. Would you also like to share a few comments?

Yes, please. Thank you. Thank you, Mr. Chairman. Thank you, Larry, for the kind introduction. Maybe first, a few words about myself. I'm Dutch, and I live in Eindhoven, which is actually very close to the headquarters. I live there with my wife. I have 2 kids and 2 grandsons. And now although my background is in physics, but as Larry already said, my whole career has been in health care. And I've been working for Philips for 38 years, mostly in the medical imaging and minimally invasive interventions space. And today, I lead both the Precision Diagnosis and Image Guided Therapy divisions in Philips. And I just want to share here that I'm really extremely excited to join the Board of QIAGEN. For me, it's a true honor to join this very experienced and great Board, and I'm especially inspired by the culture at QIAGEN because throughout my career, I've always been inspired by how to make a difference in people's lives and how to improve care for patients and improve health care, which is exactly what you also find at QIAGEN. So that purpose and that passion is really what QIAGEN is all about. So far, I've really been very impressed by Thierry and the leadership team, the strategic focus of the company and the focus on its people, the 6,000 QIAGENers. And I can only promise that I will do my utmost to support and serve Thierry and this great company to even greater success. And thank you all for your vote of confidence.

Thank you, Bert. As this agenda item also relates to my own reappointment, I'll ask Eva Pisa to take care of the voting for this part of the proposal.

Thank you, Larry. First of all, with respect to Dr. Metin Colpan, I hereby record that this proposal has been adopted. With respect to Dr. Toralf Haag, I hereby record that this proposal has been adopted. With respect to Professor Dr. Ross Levine, I hereby record that this proposal has been adopted.

Okay. With respect to Professor Dr. Elaine Mardis, I hereby record that this proposal has been adopted. With respect to Eva Pisa, I hereby record that this proposal has been adopted. With respect to Mr. Stephen H. Rusckowski, I hereby record that this proposal has been adopted. With respect to Ms. Elizabeth Tallett, I hereby record that this proposal has been adopted. And with respect to Mr. Bert van Meurs, who we just heard from, I hereby record that this proposal has been adopted. And with respect to Ms. Eva van Pelt, I hereby record that this proposal has been adopted. I'll now ask Eva to take care of the voting for my own reappointment.

Well, thank you, Larry. And with respect to the proposed reappointment of Mr. Lawrence A. Rosen, I hereby record that this proposal has been adopted. And before I hand over, then, I would like to congratulate Larry on his reappointment as Supervisory Director.

Thank you, Eva. On behalf of the entire Supervisory Board, I would like to thank you, the shareholders, for the trust and the confidence you provided in us with your voting. Let me also congratulate my colleagues on these results and express my appreciation for their many contributions to the Board and their commitment to QIAGEN. Next item is item 11. This involves the reappointment of our 2 managing directors, Mr. Thierry Bernard and Mr. Roland Sackers, for a period beginning on the day following this meeting until and including the Annual General Meeting in 2025. With respect to Mr. Thierry Bernard, I hereby record that the proposal has been adopted. With respect to Mr. Roland Sackers, I hereby record that the proposal has been adopted. Let me congratulate both of you on your reappointment as members of the Management Board. The next item is agenda item 12. This involves 2 voting items, first, to approve the proposed remuneration policy for the Supervisory Board and, second, to determine the remuneration of the Supervisory Board members. It is proposed under agenda item 12a to make a series of changes to the current remuneration policy for the Supervisory Board. Under agenda item 12b, it is proposed to determine that the remuneration of the Supervisory Directors, effective as of this meeting, will be administered in line with this proposed policy. I hereby record that the proposals 12a and 12b have been adopted. Let us move on to agenda item 13. This item involves the reappointment of KPMG Accountants N.V. to audit the financial statements of QIAGEN for the year ending December 31, 2024. This will be the last year under which they are nominated as our auditor due to having reached the maximum period of 10 years as our external auditor. I hereby record that the proposal has been adopted. Now moving on to agenda item 14. This involves the appointment of Ernst & Young Accountants LLP to audit the financial statements of the company for the year ending December 31, 2025. QIAGEN conducted a thorough selection process and has proposed Ernst & Young as the external auditor for the financial results starting in 2025. I hereby record that the proposal has been adopted. The next 2 points on the agenda concern the proposals to renew the current designation of the Supervisory Board to issue shares and exclude preemptive rights. The limits are the same as in the authorizations approved by shareholders at this meeting in 2023. The first is agenda item 15a. This involves the authorization of the Supervisory Board until December 21, 2025, to issue a number of ordinary shares and financing preference shares and grant rights to subscribe for such shares. Second is agenda item 15b. This involves the authorization of the Supervisory Board until December 21, 2025, to restrict or exclude the preemptive rights with respect to issuing ordinary shares or granting subscription rights. I hereby record that the proposals 15a and 15b have been adopted. And let us now move on to agenda item 16. This item concerns a vote on the proposal to renew the Managing Board's current authorization to acquire shares in the capital of the company. I hereby record that the proposal has been adopted. Now moving on to agenda item 17. This item is effectively the same as proposed at our meeting in June 2023, where it received unanimous approval from shareholders. This item grants full discretionary rights to the Managing Board, subject to the approval of the Supervisory Board, to implement a capital repayment of up to $300 million to shareholders through a synthetic share repurchase. I hereby record that agenda item 17 has been adopted. Next item is agenda item 18. This involves a proposal to cancel fractional shares that have arisen as a result of the synthetic share repurchases. I hereby record that agenda item 18 has been adopted. Moving on to agenda item 19. We have now voted on all proposals on the agenda. I believe all of your questions were answered earlier. We are now at the last agenda item. Before I close this meeting, on behalf of the Supervisory Board, I would like to thank the Managing Board, the Executive Committee and all of our employees worldwide for their contributions to the success of QIAGEN. My colleagues and I and the Supervisory Board have great confidence in our future growth prospects and the impact QIAGEN can have on helping to make improvements in life possible. Let me thank each of you for your attendance at this meeting. We appreciate your support of QIAGEN. Have a safe trip home, and we look forward to seeing you in a year at our next Annual General Meeting. Thank you.