Rocket Pharmaceuticals, Inc. (RCKT) Earnings Call Transcript & Summary

Good morning, ladies and gentlemen, and welcome to the Rocket Pharmaceuticals Annual Shareholder Meeting. At this time, the meeting will begin. And it is my pleasure to turn the floor over to your host, Rod Wong. Sir, the floor is yours.

Thank you. Good morning, everybody. Welcome to the 2020 Annual Meeting of Stockholders of Rocket Pharmaceuticals. My name is Rod Wong. I'm the Chairman of the Board of Directors and will act as Chairman of the 2020 annual meeting of stockholders of Rocket. I'm very happy to welcome each of you and the company is pleased to have each of you in attendance. In light of the public health concerns surrounding COVID, we are conducting this annual meeting virtually instead of in person to protect the health and safety of our stockholders and employees. Before I call the meeting to order, I'd like to introduce the other members of the Board and the business team who are with us today. So the other members of the Board in attendance at this meeting are Carsten Boess, Elisabeth Björk, Pedro Granadillo, Gotham Makker, Gaurav Shah, David Southwell, Naveen Yalamanchi and John Militello. The following officers -- my apologies. John is one of the officers of the company. The following officers of the company are also with us today: Kinnari Patel, Jonathan Schwartz, Kamran Alam and I mentioned John. I'd also like to introduce Sara Turken, who will act as secretary for the meeting. In addition, I'd like to introduce Patrick Boyle and Maria Gorski, who are in attendance as representatives of EisnerAmper, our independent registered public accounting firm. The meeting will now officially come to order. We will proceed with the formal business of the meeting as set forth in your notice of annual meeting and proxy statement. After the formal part of the meeting, Gaurav Shah, the CEO of Rocket, will give you an opportunity to ask any questions you may have. So first, will the secretary please report at this time with respect to the record date, stockholders list and the mailing of the notice of the annual meeting?

April 20, 2020, was set by resolutions of the Board of Directors as the record date for today's annual meeting. We have at this meeting a complete list of the stockholders of record of the company's common stock as of April 20, 2020, the record date for this meeting. We also have affidavit certifying the proper mailing of the notice of the annual meeting and required documentation to the stockholders of record as of -- of the company's common stock as of the record date.

Thanks, Sara. At this time, I'd like to introduce Tracy Oats. The Board has appointed Tracy Oats as a representative of Broadridge to act as inspector of election at this meeting. She has taken and subscribed the customary oath of office to execute the duties of inspector of election with strict impartiality. We will file this oath with the records of the meeting. The function of the inspector of election is to decide upon the qualifications of voters, accept their votes and when balloting on all matters as completed, to tally the final votes. Will the secretary please report at this time with respect to the existence of a quorum?

We have been informed by the inspector of election that proxies have been received for 49,634,007 shares of the outstanding shares of Rocket Pharmaceuticals common stock. Collectively, the votes for which these proxies were received represent approximately 89.98% of the total number of shares that may be cast by the outstanding shares -- the total number of votes that may be cast. This constitutes a quorum for the meeting today. Are there any additional proxies to be submitted to the inspector of election at this time? Okay. So that I would be seeing in the platform. So Rod, we can continue.

Perfect. We'll now proceed with the formal business of this meeting. There are 3 proposals to be considered by the stockholders at this meeting, which I will summarize and are more fully described in the proxy statement, which has been filed with the Securities and Exchange Commission and mailed to stockholders. So the first item of business is the election of 8 directors to serve until the 2021 annual meeting of stockholders and until their successors are elected and qualified. This proposal is described in detail in the notice and proxy statement delivered to stockholders in connection with this meeting. So the nominees for directors are: myself, Roderick Wong; Elisabeth Björk; Carsten Boess; Pedro Granadillo; Gotham Makker, Gaurav Shah, David P. Southwell, Naveen Yalamanchi. Is there any discussion regarding this proposal?

We would be hearing that from the operator. You can continue.

Perfect. Moving on. The second item of business is the ratification of the selection by the Audit Committee of the Board of Directors of EisnerAmper LLP as the independent registered public accounting firm of the company for the fiscal year 2020. This proposal is described in detail as well in the notice and proxy statement delivered to stockholders in connection with the meeting. Is there any discussion regarding this proposal?

You can continue.

Thank you. The third item of business is to consider a stockholder proposal from CalPERS, requesting the implementation of majority voting in uncontested director elections. This proposal is described in detail in the notice and proxy statement delivered to stockholders in connection with this meeting. Is there any discussion regarding this proposal?

Just a pause here for the operator. Is Todd Mattley -- is there anything that you'd like to -- I know you're on the line, is there anything that you'd like to say at this point? Is the operator able to unmute Todd Mattley? He'd like to speak point.

I'm not seeing Todd connected currently.

Okay. Okay. Well, it's been entered and he -- he submitted a question it's been entered into business. So that should be fine. Okay. Let's continue.

Right. That was the final proposal for today's meeting. The secretary will now open the polls and describe the voting procedures

Sure. The time is 9:11 a.m., and the polls are now open for voting on all matters to be presented. We will vote by proxy and in person through the virtual portal. If you have already voted by proxy, then you do not need to vote in person at this meeting unless you would like to change your vote. If there is any stockholder present, whether or not you already submitted a proxy, who now wants to vote in person, please submit your votes via the virtual portal. Can the operator, can you please tell me when there's been sufficient time for votes to go through the virtual portals?

Certainly. We'll pause for 20 seconds.

Okay. Thank you. [Voting]

The 20-second time period has elapsed.

Okay. The time is now 9:12 a.m., and the polls are now closed for voting. I ask Tracy Oats as our designated inspector of election for this meeting to tabulate and certify the results.

Perfect. When ready, may we have the results of the voting, please?

My apologies. Can the operator confirm if the line is still open?

Certainly. Tracy, your line is open. Please check to see if you may be muted. We're not -- unable to hear you this time. Once again, Tracy, your line is currently connected, and we're awaiting your response. Thank you very much. Again, Tracy, please check to see if your line may be muted. It is open in the meeting. And at this time, we're awaiting your response. Thank you very much.

Hi, this is -- Hello. This is Tracy. Am I live now?

Yes. Yes.

Okay. My apologies. The preliminary report of the inspector of election covering the proposals presented at this meeting is as follows: the nominees for election to the Board: Roderick Wong, Elisabeth Björk, Carsten Boess, Pedro Granadillo, Gotham Makker, Gaurav Shah, David P. Southwell and Naveen Yalamanchi have been elected. The proposal to ratify the appointment of EisnerAmper LLP as the independent registered public accounting firm of the company for 2020 has been approved. The proposal to adopt the majority voting standard in uncontested director elections did not pass. A full tally of the votes will be published in a current report on Form 8-K, which will be filed with the Securities and Exchange Commission within 4 business days.

Thank you, Tracy. The 2020 Annual Meeting of Stockholders is now concluded. I want to thank you -- thank all of you for attending today's meeting and for the interest you have shown in the affairs of the company. Gaurav Shah will now entertain questions from our stockholders.

Thanks, Rod. So I have a couple of question here submitted through the online platform, which I will read out, and then we will answer. Good morning, Mr. Chairman. My name is [ Jerry Matthews ] from the United Brotherhood of Carpenters. The Union Pension Fund has a collective ownership position of 70,500 shares of company common stock. As long-term shareholders, we appreciate the efforts of the company to prioritize the health and safety of employees, patients and families during the COVID-19 pandemic. We welcome Dr. Elisabeth Björk to the Board of Directors. Her professional background indicates she will be a valuable addition to the Board. Could you please explain the situation that put the company out of compliance with the NASDAQ List Rule 5605 (c)(2)(A)? Thank you.

This is Gaurav. Thank you for the question, Mr. Matthews. I'll hand this back over to Sara who's most familiar with the compliance.

Sure. Mr. Matthews, welcome back. It's nice to have you here. The -- so the rule that you're referring to is the rule requiring 3 members -- 3 independent directors to be members of the Audit Committee. And in this situation, we were out compliance for a little while beginning in June of 2019 when Mr. Makker took on a role at an affiliate of ours, which meant that he no longer met the heightened independent standards for the Audit Committee. And so he stepped down while we conducted a search for an additional member. Now that Dr. Björk has joined our Board and joined the Audit Committee, we have regained compliance. Mr. Matthews? You can unmute, Mr. Matthews, if you have any follow-ups to that. There are no further questions. At this point, I'll give it another minute for any questions through the portal. I'm not seeing any. So I believe we can conclude the meeting.

Thank you. This is Gaurav Shah. Thank you for joining this year's Annual Shareholder Meeting. And we look forward to seeing you again next year. Be safe and be healthy. Thank you.

Thank you, ladies and gentlemen. This does conclude today's shareholder meeting. Thank you for your participation, and have a wonderful day.

Thank you.