Good morning, everybody. My name is Paul Hopper. I'm the Chairman of Imugene, and I'm going to be the Chair for today's meeting. On behalf of the Board, I'd like to welcome you to this EGM. Before we commence the proceedings, I'd like to acknowledge the traditional owners of the land on which we meet today, the Gadigal people of the Eora Nation, and we pay our respects to Elders past, present, and emerging. We also acknowledge the traditional custodians of the various lands on which you are all joining us today, and the Aboriginal and Torres Strait Islander people who may be participating in the meeting. It's now 9:00 A.M. Sydney time, and there being a quorum present, I declare the meeting open for business, and I also confirm that the meeting has been properly constituted.
We consider it appropriate to hold this EGM as a hybrid meeting in a manner that is consistent with the requirements of the Corporations Act 2001 and our company's constitution. In opening the EGM, I'd like to start by introducing the Board and Management Team of Imugene here today. First person is Leslie, who's our CEO and Managing Director, who is well known. We have Kim Dravkin from the U.S., Non-Executive Director; Jacob DuPont, Non-Executive Director, also in the US; Leslie Russell, Non-Executive Director, also in the US, of course, myself. I have Darren Keamy, who's our CFO and Company Secretary; and Adrian Atkinson, who is the Returning Officer for Automic. There you have all the people in front of you on that slide.
The virtual component of this meeting is being held by Automic's online meeting platform, and this enables you and proxy holders to participate in the live webcast and also to ask questions and submit votes. You can submit questions at any time. How to do that is now shown on the screen in front of you. While you can submit from now on, I'm not going to address them until the relevant time of the meeting, and I will point out that questions should only be directed that are relevant to each of the resolutions. At the end, after Leslie's short presentation, there will be an opportunity to submit general questions. Kindly include the resolution number on the one or two resolutions to which your question relates.
Could you keep them short and to the point so as many shareholders have the opportunity to ask a question? When we reach the form of business of the meeting, voting on all resolutions will be conducted by way of a poll, and you can do that virtually, or wishing to vote on the resolutions being put to the meeting can be done through the portal, and you can see voting instructions there. If you're not already logged into the portal instructions, these can be found in the notice of meeting, and as I just mentioned, those instructions are on the screen at the moment. To allow shareholders time to log in, I now declare the poll open. Online voting is now ready to go and will remain open until I declare it closed at the end of the formal part of the meeting.
Your votes have to be submitted prior to the portal being closed if you want them to count. The plan for today's meeting is as follows: we'll proceed straight to the formal matters, that is, the two resolutions. There'll be a chance for you to ask any questions on each of those resolutions. Leslie will provide a very short presentation and then an opportunity for more general questions not related to the two resolutions. Let's now move to the formal part of the meeting, which is set out in the notice which you've received, and that notice was distributed to all registered members on the 27th of May and is going to be taken as read.
For the purposes of the poll, which we will conduct, I appoint Adrian Atkinson of Automic, the Company's share registry, who have examined and prepared the summaries of the proxy forms received. I appoint her to act as a Returning Officer and also to conduct the poll. As I mentioned, instructions on how to vote virtually have already been provided in the meeting. At the appropriate time, I will ask you to mark your vote for the resolution on the yellow voting card for those who have one. If you're a shareholder and you want to cast all your votes for a resolution, please place a mark in either the for, against, or abstain box next to that particular resolution. If you're a proxy holder, a summary of the votes to which you are entitled has been attached to the voting card.
If the summary of votes includes discretionary votes, these are yours to cast at your discretion. If you wish to cast discretionary votes, please place a mark in the corresponding for, against, and abstain boxes. If your summary of votes does not have any discretionary votes, you do not need to mark your voting card and will simply need to hand it in to the Returning Officer at the end of the resolutions. After all the resolutions have been read and voted upon, please place it in one of the ballot boxes that will be circulating in the room. Are there any questions in relating to the voting process, Matt?
I have no questions.
Thank you.
So far.
Okay. If there are no questions in relating to the voting process, proxies have been inspected and all those validly lodged have been accepted, and we have received proxies representing 14.5% of the total issued capital of the company. I must advise that all undirected proxies or open votes that have nominated the Chair of the meeting as their proxy will be cast in favor of each resolution in the notice of meeting. Let's now proceed to the resolutions as set out in the notice of meeting, and you will see that coming up on the screen shortly. This is the first resolution for today's meeting, and this resolution is to consider, and if in favor, to pass the following: Resolution One, approval of share consolidation as an ordinary resolution. Matt, are there any questions in relation to this resolution?
I have no questions related to this resolution.
Thank you. Let's see the proxies on the screen there. They're shown on the screen. As you can see, nearly a billion shares are in favor, representing 85.94% of the votes, 143 million against, representing 13.19%. In the absence of seeing any other votes that are cast today, it would appear that that resolution is overwhelmingly carried. Let us now go to Resolution 2, and this resolution is to consider, and if in favor, pass the following resolution as an ordinary resolution, and that is approval to issue new shares to placement shareholders. Are there any questions in relation to this resolution, Matt?
Again, I have no questions in relation to this resolution.
All right. Let's look at the proxies which are coming up on the screen. There are approximately 848 million votes in favor of this resolution, which is 97.11%, and 230 million against, which represent 21.19%. In the absence of seeing other votes that come in, this resolution is overwhelmingly carried. I can now put forward the motion. For those attending in person, I ask you to mark your yellow voting card, and those attending virtually, please submit your vote via the online portal. That concludes the resolutions to be voted on today. While we are conducting the poll, could I ask all shareholders voting online, please make sure you have submitted your votes. I'll give it another minute before the polling is closed. If you have any questions in relation to the submission of online votes, please send them through the Q&A function now.
For those people who are in the room, I now invite Automic to collect the voting cards, and we'll just pause while that process takes place.
All right. I think Automic have confirmed that we're good to move on. Is that correct, Darren? You're on mute.
We're fine to proceed.
Thank you. All right. I think at this point, I'll get Leslie to give us a brief update. Leslie, could we hand over to you?
Thank you so much. Next slide, please. Thank you so much for joining us today. Imugene, as you may well know, is a clinical stage. We're not in preclinical where every one of our products are in cancer patients. We are developing three drug candidates, and that is a CAR T cellular therapy as well as two programs in oncolytic viruses. With our first prioritised program, the allogeneic CAR T cellular therapy, this is AZERCELL. It's a CD19-directed. It's an allogeneic, meaning it's off the shelf and on-demand CAR T, currently in Phase 1B, and I'm delighted to announce that just recently we had a 57% complete response rate, with durability going out to more than 14 months for 1 of the patients.
So, we do anticipate that we will be moving into or initiating a Phase 2/3 registrational trial in the calendar year of 2026, with an FDA meeting at the end of 2025, and of course, it's subject to data and regulatory allowance and approvals. Our OnCar Lytics is also in Phase 1. This is a novel virus which acts as a CD19 target in solid cancers. So, this makes solid cancers visible to CD19 drugs such as AZERCELL or other CD19-directed therapeutics. This is currently in Phase 1 in a dose escalation. We're in combination with a product marketed by Amgen called Blinatumomab. Our CF33, our perennial virus, is in Phase 1, and encouraging data continues with our bile tract cancer, and lots of durability with that particular patient going on to nearly three years in complete response, and about half our patient having some stability of disease.
All of our products are under the rigour of an FDA IND. The AZERCELL manufacturing was successfully out-licensed to a very well-known CDMO called Kincell, along with nearly half of our headcount of engineers to this facility, which offsets lots of cost and resources. Our business and development continues in our partnering activities and opportunities. We have a very strong investor relations outgoing with conferences with Dr. Jacob Dupont, our own director, who will be a keynote speaker at the Biotech Summit. I also will be speaking at ENP as well as Bell Potter's healthcare conferences, and of course, our science will have the potential to present at many major cancer conferences such as AACR, ASCO, Lugano, SNO, ASH, etc. We continue our cost-cutting efforts with headcount reductions, prioritizing our programs for those value-impacting studies that continue to produce a wealth of data. Thank you.
Right. Thank you, Leslie. That is really the end of the meeting, but we'll take a few questions. I do know that the one pressing thing which is on a lot of the shareholders' mind is the share price. We have talked about this before. We talked about it on the webinar 6 or 7 or 8 weeks ago, and we followed up with commentary in a letter to the shareholders. We don't control the share price in the company. The board, the management are all heavily invested personally, so we feel the pain just as everyone else does.
I mean, we can talk about external factors about the biotech sector being in decline for three years, etc., etc., but we don't have an answer to why we're being hit so hard because there's not one particular thing that I could draw your attention to to explain it. What I would say is what's happening in the share price is very, very separate from what's actually going on in the company. If you look at the results that the lead product, AZERCELL, is doing, I challenge anybody to find another Australian ASX cancer company that's producing complete responses. When we say complete responses, we mean cured, absence of disease. There aren't any. This thing looks like it's working.
Why it's not reflected in the share price, I have no idea, but we assure you that internally the business is doing well, the people are good, the strategy's good, and we remain committed to turning it around. I'm sorry, we can't be more precise than that, but it weighs on us just as much as it does on you. Matt, what's the first question that's come in?
The first question I have in the queue is, how will the consolidation benefit us as shareholders?
I think the main thing is that there is a little bit of a negative perception in markets, whether it's Australia, the U.S., or European stock markets, that companies that have billions of shares on issue, there is quite a negative perception. They're seen as sort of penny dreadful stocks. The idea would be to consolidate the stock back. Just to be clear, the theoretical price after the consolidation should be the same, so to speak, as the pre-consolidation value. The company's valuation in terms of market cap won't change. I think to make ourselves more attractive potentially to institutional investors who don't like stocks with billions of shares on issue, the consolidation will help in that regard.
Thank you. The next question in the queue is, excuse me, are there any more complete responses from AZERCELL?
Look, we're unable to reply to that until the data is ready to be released. We have to ensure that all shareholders receive the same information at the same time. The minute we have a data report, we will do so.
Thank you. The next question is, do you think the share price would be underpinned if management purchased shares on market?
This is a bit of a vexed question because there's one view that if management buy stock, it helps the share price. Now, I bought stock in all my companies over the years, the last couple of years, and the stock goes down. I think the jury's out on whether that is really the solution to causing the share price to recover.
Thank you. The next question is, can I ask, what is going on with the CF33 data cut? By last presentation, it was mentioned the data for OnCar Lytics and Vaccinia was due by the end of this half.
That one, Leslie, you're happy to take that?
The studies are ongoing. With OnCar Lytics, we had to do a lead-in with our single agent. The FDA made us go to a very low dose as a single agent. We're currently in combination, and once we can dose escalate a bit higher, we will announce any news as it is available.
Thank you, Leslie. The next question cites the company issuing the notice of placement with 25% fee-whopped discount to the current share price. Can you please advise why the company has done this?
Right. We have not said we're going to do a placement at 25%. We don't have someone lined up this afternoon to take stock in a placement. That was just to give the company the discretion to do a placement within a certain boundary. No, it is not inscribed that that will be the discount.
Thank you. I just have a comment to add from Darren Keamy, Imugene's CFO. His audio is playing up, so he just wanted to note for everybody that the percentage in favor of Resolution 2 was incorrectly stated as 97% on the slide. It should have said 77%, but that will be noted on the lodgment that goes to the ASX after this meeting.
Okay. Thank you.
I have no further questions.
Okay. All right. If that's the case, then I'll bring the meeting to a close.