TransMedics Group, Inc. (TMDX) Earnings Call Transcript & Summary

Good morning, ladies and gentlemen, and welcome to the TransMedics Group Annual Shareholder Meeting. At this time, the meeting will begin, and it is my pleasure to turn the floor over to your host, Waleed Hassanein. Sir, the floor is yours.

Thank you so much. Good morning, everyone, and welcome to the 2020 Annual Meeting of Shareholders of TransMedics Group. I'm Waleed Hassanein, President and CEO of the TransMedics Group. Leveraging our Organ Care System technology, TransMedics is well underway to transform the global field of organ transplantation for lung, heart and liver failure patients. We are grateful for your shareholder support for our company. This year, in light of the COVID-19 pandemic, we have decided to host our annual meeting virtually. It is my distinct pleasure to welcome you and to introduce Jim Tobin, our Chairman of the Board. Jim?

Thank you, Waleed, and welcome, everyone. Thank you for joining us today. Shareholders attending via the web portal can access a copy of the agenda and the rules of procedure for today's meeting. You may ask questions regarding the proposals being voted on at this meeting and in accordance with these rules. Please submit pertinent questions via the web portal. Questions will be answered prior to the opening of the polls. Although we may not be able to answer every question, we will do our best to provide a response to as many as possible. Please be aware that only shareholders of record on March 31, 2020, who entered the meeting using their 16 digit control number will be able to ask questions and vote in today's meeting. It is now 7:02 a.m. Eastern Time on June 4, 2020, and this meeting is officially called to order. And I now would like to introduce the other members of the Board attending our virtual meeting today. Waleed Hassanein, who serves as one of our directors has served since August 1998, he is presently President and CEO of TransMedics. Ed Basile has served as one of our directors since 2016. Tom Gunderson has served as one of our directors since 2016. Ed Kania has served as one of our directors since 2003, and David Weill has served as one of our directors since 2019. Now it is my pleasure to introduce TransMedics CFO and Corporate Secretary, Stephen Gordon. Stephen will act as secretary of the meeting, I will turn to him with any procedural issues that may arise. Stephen?

Thank you, Jim. Thank you very much, Jim. A quick correction on the time. The start time was 7:02 Central or 8:02 Eastern. Apologies. We are also joined here today by our independent auditors, PricewaterhouseCoopers and also by our outside legal counsel, Ropes & Gray LLP. And finally, the company has appointed Broadridge Financial Services to act as inspector of elections. Terence Hassett from Broadridge is with us today and has taken the oath of inspector of elections. The Board of Directors fixed March 31, 2020, as the record date for determining shareholders entitled to vote at this meeting. An affidavit of Broadridge has been delivered, attesting to the fact that a notice of Internet availability of the notice of the meeting, the proxy statement and the 2019 annual report to shareholders was mailed commencing on April 14, 2020, to all shareholders as of the record date and will be incorporated into the minutes of this meeting. The shareholder list shows that as of the record date, there were 21,343,480 shares of common stock outstanding and entitled to vote at this meeting. We are informed by the inspector of elections that there are represented in-person or by proxy shares of common stock, representing 16,601,076 votes, or approximately 77.8% of the voting power on the record date. Since this represents more than a majority of the shares of common stock entitled to vote at this annual meeting, a quorum is present for purposes of transacting business. Now I will present the matters to be voted on. Please note that we will give shareholders an opportunity to comment on the proposals themselves after all proposals have been presented and before the polls open. TransMedics has not received notice from any of the shareholders as required under its amended and restated bylaws of any other matter to be considered at today's annual meeting, and therefore, no other proposals may be properly introduced by shareholders. Proposal 1 is the election of directors. For election as directors to hold office until the 2021 Annual Meeting of Shareholders, or until his successor is duly elected and qualified in accordance with our restated articles of organization and amended and restated bylaws or his earlier death, resignation or removal. The following 6 people have been properly nominated by the Board. Waleed H. Hassanein, M.D., James R. Tobin, Edward M. Basile, Thomas J. Gunderson, Edwin M. Kania, Jr., and David Weill, M.D. Proposal 2 is to ratify the appointment of PricewaterhouseCoopers LLP as TransMedics Group Inc.'s independent registered public accounting firm for the fiscal year ending December 31, 2020. If any shareholder would like to make a comment or ask a question regarding either of the proposals or voting procedures, please submit your comment or question through the web portal now. Thank you. We have received no questions. So with that, I will turn the call back to Jim. Jim Tobin? Maybe you're on mute.

Sorry. We'll now proceed with voting. It is now 8:08 a.m. Eastern Time on June 4, 2020, and the polls are now open. Any shareholder who hasn't yet voted or wishes to change their vote, may do so by clicking on the voting button on the web portal and following the instructions there. Shareholders who have sent in proxies or voted via telephone or internet and do not want to change their vote, do not need to take any further action. I'll now pause for any voting. [Voting]

That completes the voting on proposals before shareholders, and I now declare the polls for the meeting closed.

Thank you, Jim. We have been informed by the inspector of elections that the preliminary vote report shows that the nominees for election to the Board have been duly elected, and the appointment of PricewaterhouseCoopers LLP as TransMedics Group Inc.'s independent registered public accounting firm for the fiscal year ending December 31, 2020, has been ratified. We will be reporting the final vote results in a Form 8-K to be filed within 4 business days. With that, I'll turn the meeting back over to Jim Tobin, our Chairman of the Board.

Thank you, Stephen. There being no further business to come before the meeting, the 2020 Annual Meeting of Shareholders of TransMedics Group is now adjourned. On behalf of the company, Board and members of management, I would like to express my sincere appreciation to the shareholders who attended this meeting.

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

Thank you.

Thank you, everybody.