Mayne Pharma Group Limited (ASX:MYX)
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Apr 24, 2026, 4:11 PM AEST
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AGM 2021

Nov 22, 2021

Frank Condella
Chair, Mayne Pharma

Welcome, everyone. I'm Frank Condella, the Chair of Mayne Pharma. It's a pleasure to welcome you to Mayne Pharma's 2021 Annual General Meeting. As we have a quorum present, I'm delighted to open the meeting. First of all, I would like to take you through the procedural aspects of the meeting today. Unfortunately, due to the COVID-19 pandemic, we can't physically meet in person and are hosting the meeting virtually using the Lumi platform. Using this technology last year, we saw our AGM attendance increase by 80% on the prior year, and we believe this is a positive outcome. If you experience any difficulties during the meeting, please call the AGM helpline on +61 3 9415 4024. This is listed in the AGM user guide and on our website and appears on the screen.

If there are any technical issues, a recording will be available on our website after the meeting. Shareholders and proxy holders have the ability to ask questions and submit votes. You can ask questions during the meeting in two ways. You can ask questions in writing by selecting the messaging tab at the top of the Lumi webcast. For those who wish to ask an oral question, please pause the broadcast on the Lumi webcast and then click on the link for asking audio questions. A new page will open where you will be asked to enter your name and topic of your question before being connected. If you have any issues using this system, please return to the Lumi webcast.

Text questions can be submitted at any time through the online platform, and you do not need to wait for the relevant item of business to ask your question. We encourage you to lodge your text questions now. We will address questions at the relevant time in the meeting, and questions may be moderated if we receive multiple questions on one topic, they will be combined together. Finally, due to time constraints, it is possible that we may not be able to answer all questions. If that occurs, then we will revert back to you individually after the meeting about your unanswered questions. Now, voting today will be conducted by way of poll on all items of business. Voting for all resolutions is now open and will remain open during the AGM.

If you are eligible to vote at this meeting, a polling icon should be displayed on your screen. Click on this icon, which will bring up a list of resolutions and present you with voting options. To cast your vote, select one of the available options. You have the ability to change your vote up until the time I declare voting is closed, at which time your most recent selection will be registered. I would now like to introduce our board members, senior executives, and the company's auditor, who are all online today. Joining me in Raleigh, North Carolina is our CEO, Scott Richards, and fellow directors, Patrick Blake and Dr. Carolyn Myers. I'm very pleased to welcome Carolyn, who was nominated by our largest shareholder, Mithra Pharmaceuticals, as prescribed under our license and supply agreement to commercialize NEXTSTELLIS in the United States.

Carolyn is an experienced pharma executive with over 30 years of industry experience in creating, growing, and leading healthcare businesses. In Australia, we have our Deputy Chair, Ian Scholes, and non-executive directors Nancy Dolan and Professor Bruce Robinson, our CFO, Peter Paltoglou, and David Petrie, the company's auditor. We also have online Lisa Pendlebury, our VP of Investor Relations, and our Company Secretary, Laura Loftus. They will moderate the shareholder questions. I'll now outline the procedure for today's meeting. There are three items of business on today's agenda. I'll present my chair's report, then Scott will provide an update on the business, and then we'll go to the formal part of the meeting where we will vote on the resolutions outlined in the notice of the meeting. I will now move on to the chair's report.

As most of you know, fiscal year 2021 has been another challenging year, impacted by a number of external factors, including the global pandemic, ongoing competitive pressure in the retail generic market, and increasing demands from payers for insurance coverage rather across our brand portfolio. We have also seen the United States dollar weaken and has impacted our results as they were reported in Australian dollars. Your board and management team are very disappointed in the financial performance of the group and are committed to turning around performance and seeing and seeking out the best opportunities to maximize shareholder value. Mayne Pharma has a diverse and complex operating model of brands, generics, and contract services, which provides us with multiple opportunities for growth and potential value.

For instance, the recent FDA approval and launch of the novel contraceptive NEXTSTELLIS in the United States is our most significant commercial opportunity. NEXTSTELLIS competes in the U.S. $3.4 billion short-acting combined hormonal contraceptive market, with nearly 10 million women using combined hormonal contraceptives for their contraceptive needs. NEXTSTELLIS is a new birth control option that contains estetrol or E4. This is the first new estrogen introduced in the United States in more than 50 years. E4 is a low impact estrogen with a unique mechanism of action that offers potential advantages over other estrogens. In terms of other near growth opportunities, we are focused on broadening our dermatology and women's health portfolios and evolving our go-to-market distribution model. In dermatology, we have doubled our product portfolio through a number of new supply and distribution agreements with leading pharmaceutical companies.

These agreements demonstrate how unique our business model in dermatology is, which focuses on providing better outcomes for patients, prescribers, and pharmacy partners. This model is attracting new partnerships and new revenue opportunities. In women's health, we continue to advance the generic NuvaRing program. While we unfortunately received another complete response letter from the FDA, I can say the number of questions were minimal, and we have submitted our response to the FDA already. The NuvaRing market opportunity remains significant, with two independent generic approved and an addressable market of $660 million. Our U.S. contract services business, Metrics, continues to demonstrate a solid track record of financial performance, delivering 12% revenue compound annual growth rate over the 8 years we have owned the business.

M&A dynamics remain strong in the CDMO market, with many businesses being sold for trailing twelve-month EBITDA multiples in the mid- to high teens. With almost AUD 30 million of operating profit in fiscal year 2021, Metrics remains a highly valued asset. We continue to invest in expanding the capability and capacity of the Greenville site, as well as improving our commercial and operational processes. Our international business, which operates out of Salisbury, South Australia, also has a solid track record of growth, delivering 5% revenue compound annual growth rate over the last 6 years. The Salisbury facility remains the largest Australian-owned full service oral solid dosage plant to manufacture TGA and FDA registered pharmaceuticals. Now moving on to the 2021 fiscal year results.

The company reported revenue of AUD 401 million, EBITDA of AUD 66 million, underlying EBITDA of AUD 75 million, excluding NEXTSTELLIS setup costs. Disappointingly, we reported a net loss after tax, which was impacted by the non-cash intangible asset impairments of the generic portfolio. On a constant currency basis, revenue was down 3%, reported EBITDA down 5%, and underlying EBITDA down 10% versus prior corresponding periods. Now, pleasingly, all segments other than generic products contributed to EBITDA growth compared to the prior corresponding period. Metrics Contract Services performed strongly, with gross profit up 18% on the prior year in U.S. dollar terms and benefited from new commercial manufacturing revenues. Our international segment delivered 20% growth in gross profit, benefiting from improved overhead recovery rates with growing production volumes.

Specialty Products was flat at the gross product line due to key dermatology brands and TOLSURA being impacted by COVID-19, as well as more challenging payer environment, driving increased rebates for insurance coverage. The restructure of the dermatology sales team, however, drove significant improvement in operating profit after direct operating expenses. The final segment, Generic Products, was significantly impacted by new competition on key products and pricing pressures across the portfolio. In fiscal year 2021, we achieved AUD 18 million of operating expense reduction on a constant currency basis, excluding NEXTSTELLIS setup costs. We continue to optimize our cost base through the realignment of our supply chain with raw material suppliers and contract manufacturing organizations.

The company generated net operating cash flow of AUD 59 million in FY 2021, reduced net debt by AUD 11 million to AUD 249 million, and was compliant with all bank covenants at balance date. Before handing over to Scott, I wanted to take a moment and thank Roger Corbett and Bruce Mathieson for their valuable contributions during their many years of service on the board of Mayne Pharma. Now, we will continue to evolve our board over the coming year and expect to add new directors with a variety of skills that will help guide the company strategically. We hope to announce more on this early next calendar year. As I said earlier, Mayne Pharma has a diverse group of businesses that provide us with various opportunities for growth.

I, along with our new and existing directors, will focus on redeveloping the strategic direction of the company that we believe will increase value for all of us shareholders. On behalf of the entire board, I want to thank all of my colleagues for their hard work and contribution through these challenging times and to all shareholders for your continued support. With that, I'll now hand it over to Scott.

Scott Richards
CEO, Mayne Pharma

Thank you, Frank, and good morning, everybody. Today I'll provide you with an update on the launch of NEXTSTELLIS, together with some comments around our evolving specialty products business model and of course our outlook. I know most of you are very interested in how NEXTSTELLIS is tracking. In late June, we launched and shipped product to wholesalers, and our sales team commenced distribution of samples to healthcare providers or HCPs. The key priorities with the launch have been to educate the market about our new estrogen, E4, and differentiate NEXTSTELLIS from other branded contraceptives, gain very broad payer acceptance, and ensure patients have a positive experience accessing the product. Our marketing strategy is currently focused on HCPs or healthcare providers. To date, our sales team have had approximately 50,000 interactions with HCPs and hosted approximately 5,000 education lunches.

Further, 23 key opinion leader speaker events are scheduled this quarter. Among our target HCPs, aided awareness of NEXTSTELLIS has grown from 2% at launch to 68%. Those HCPs that are aware of NEXTSTELLIS, 49% have an intent to prescribe. We've also made strong progress with payer coverage since we reported our full year results in August. Commercially insured patients, which make up approximately 85% of the market, have 67% plan access, of which 55% is unrestricted. Unrestricted access has increased from 38% in August and is on track to be on par with other branded contraceptives over the coming year. Higher coverage is a key component in creating affordable patient access to NEXTSTELLIS and eliminating a key concern of healthcare providers during the launch phase of any brand here in the U.S.

In terms of how this activity translates into underlying demand, we are seeing growth in all key metrics, including the number of writers and the number of scripts written and dispensed each week. Since launch, there have been over 850 new prescribers who have written more than 7,000 prescriptions, of which more than 3,000 have been dispensed. The difference between written and dispensed prescriptions reflects ongoing use of samples by patients and abandoned prescriptions due to access issues. In the early launch phase of a brand, the abandonment rate can be relatively high, and over time, this improves as a patient's health plan adopts the product. That's exactly what we are seeing.

Based on growing HCP awareness levels and their intent to prescribe, patient sampling dynamics, recent payer coverage wins, and optimization of our patient co-pay support program, we are confident there will be a significant step-up in dispensed prescriptions in the coming months. Put another way, we know that prescribing materially steps up once healthcare providers have received 6 calls from our reps and have sampled at least 12 patients. As at the current day, we have only reached 14% of our target audience of 8,200 tri-decile prescribers at this 6-call threshold. 14%. A further 35% or approximately 3,000 prescribers will cross this 6-call threshold over the next four weeks. The final piece of the jigsaw is turning on our direct-to-consumer or DTC campaign.

We plan to do this in the new year once we've reached certain milestones around healthcare provider awareness, unrestricted payer coverage, and a targeted number of writers. This will be an exciting phase of growth for NEXTSTELLIS, given we know that more than 50% of conversations with healthcare providers about contraceptives are initiated by consumers, and greater than 80% of the time, the brand request is granted. In summary, while it's early days in our launch, we're very excited about the potential of NEXTSTELLIS, and we're very excited that it could become a leading brand in a market which is valued at $3.4 billion, as Frank said, with more than 60 million prescriptions written annually. I'd now like to talk about the U.S. pharma market in a broader sense.

While the U.S. pharma market is the largest in the world and valued at $500 billion in ex-manufacturer sales terms, it is incredibly complex and dynamic for all participants, including patients, prescribers, retailers, wholesalers, PBMs, insurers, and manufacturers like Mayne Pharma. In recent years, dramatic consolidation of generic drug buying groups, pharmacy benefit managers or PBMs, and health insurers has created significant downward pressure on manufacturers' margins. At the same time, the out-of-pocket cost of drugs to patients is rising, and prescribers are being given less choice on patient treatment. In many therapeutic areas, PBMs are making coverage harder and adding restrictions or blocking products outright. In dermatology, for instance, unrestricted commercial coverage has dropped from 44% in mid-2020 to 30% on our five brands, making it increasingly harder to capture value in the traditional way.

This is an industry-wide challenge. It's not a company-specific challenge. A cost shift from downstream actors to manufacturers and patients is happening and will potentially gather pace going forward. All of that said, these dynamics are creating opportunities to generate an improved value proposition for prescribers and patients. New businesses and alternative go-to-market models are being created to provide greater transparency, cost savings, and convenience for patients. For example, GoodRx is a business that seeks to make healthcare more affordable by giving consumers access to medicines that they otherwise wouldn't have been able to afford. Amazon Pharmacy, of course, is another disruptor who is providing consumers with prescriptions through their online capabilities. Mayne Pharma is focused on evolving its business model through leveraging new technologies, capitalizing on disruption across the entire U.S. pharma value chain, and also removing inefficiencies for prescribers and patients alike.

In dermatology, specifically our largest therapeutic category, we are most advanced in this pursuit, having established a portfolio-based model across multiple channels with the objective of moving us closer to the patient to enable participation in the full value chain. The evolution of our model is attracting strong interest from third parties. In this calendar year, we have partnered with five pharma companies, doubling our dermatology portfolio to 23 products. Partners include Upsher-Smith, Torrent, and Cosette, and recently we partnered with Chartwell Pharmaceuticals and launched a generic version of the acne product TARGADOX. So far this fiscal year, we have launched eight new dermatology products, one of which has become a top three U.S. product by sales, leveraging our established commercial capabilities across sales and marketing, medical affairs, and patient access and support.

In the first two months following launch, Mayne Pharma has captured 20% of the prescription volume, with significant further growth expected across the balance of fiscal 2022. Mayne is also in negotiations to launch another acne product shortly that participates in a U.S. $150 million market, which is expected to be a meaningful contributor to our business based on current market conditions and competitive dynamics. Today, our portfolio covers nine of the top 15 most prescribed molecules by dermatologists. We continue to have active discussions with other parties around further products that will add breadth to our offering on our path to ultimately becoming a significant one-stop shop to satisfy the needs of dermatologists and patients. Moving now to Metrics Contract Services.

Our U.S. contract services business continues to outperform market growth rates, as Frank mentioned, in the small molecule CDMO segment, benefiting from the growing number of oncology compounds in clinical development, its diverse and high-quality customer base, and the scientific know-how of its team of analytical chemists and formulators. Metrics remains one of the few U.S.-based CDMOs capable of early-stage development through to commercialization under a single FDA registration. Commercial manufacturing continues to make up a bigger proportion of its sales as clients transition from pre-commercial development services to commercial phase. The Metrics pipeline of development projects remains strong, supporting more than 62 projects, up from 51 projects a year ago. We anticipate that up to five of these clients may submit NDAs or new drug applications with the FDA in the coming year. Moving to our international business, or NPI.

This is one of Australia's leading specialty pharmaceutical and CDMO businesses, as Frank mentioned. The Salisbury facility has expertise in complex oral and topical dose forms, and the site manufactures and exports to more than a dozen countries. In Australia, NPI markets a portfolio of prescription and OTC products and out-licenses its products to third parties. The business is now actively focused on growing the contract services business. Our Australian commercial team are focused on building our dermatology and women's health portfolios. We also anticipate the approval of NEXTSTELLIS shortly, with launch planned in mid-2022, and Fabior Foam to treat acne is under active review by the TGA. Turning to the outlook.

Mayne Pharma's success and performance will be heavily influenced by the execution of our strategic priorities and will depend on market factors, including the timing of FDA approvals, payer coverage and reimbursement, and the competitive intensity in our key product areas. We are focused on investing in activities that leverage and strengthen our core business areas, of course, namely women's health, dermatology, and contract services. Key growth drivers in the near to midterm are expected to be the successful commercialization of NEXTSTELLIS in the U.S., the launch of more than 10 dermatology products this fiscal year, the launch of a generic version of NuvaRing, continuing to optimize our cost base.

We haven't provided a trading update today as year-to-date trading is not reflective of the expectations we have for the remainder of both this half and the full year, and we are not in a position today to provide any guidance. Year-to-date trading has been mixed, with Metrics Contract Services and International starting the year strongly, while our U.S. product segments have had a softer start, impacted by delays in launching key new products, of which one has now recently launched, that I talked about earlier. A number of one-off supply disruptions that are expected to recover over the remainder of the year. There were no sales of NEXTSTELLIS in the period due to inventory stocking in June 2021. Finally, I would like to thank the leadership team and all of our employees for their hard work and commitment to Mayne Pharma.

I am confident we have the right strategies and operational plans to drive long-term success for our company. With that, I'll now hand back to Frank to complete the formal part of the meeting.

Frank Condella
Chair, Mayne Pharma

Thank you, Scott. We now move to the formal part of the meeting. This AGM provides the opportunity for you to re-elect your directors, to reflect on the company's performance over the past year, and to raise any questions you have about our company. All shareholders should have received the notice of meeting, and it is my intention to take the notice of meeting as read. I wanna make sure all shareholders feel comfortable to ask questions today and express any concerns you may have. There's a number of procedural matters to which I must draw your attention. This is the shareholders' meeting, and only shareholders, their attorneys, proxies, or authorized company representatives are entitled to vote or ask questions at this meeting.

In order to ensure that all shareholders' views are taken into account, all items of business before the meeting where a vote is required will be determined by way of a poll. I appoint David Squires of Computershare Investor Services as the Returning Officer to manage the poll process. If you experience any difficulty in your participation via the online platform, please call the AGM helpline on your screen. We will show you the proxies received from shareholders after we have taken questions on the relevant item of business. Open proxies in favor of the chairman will be voted in favor of all resolutions on the agenda. I will now go through the items of business.

The first item of business listed in the notice of meeting is to receive and consider the financial report of the company for the financial year ended 30th June 2021, and the reports of the directors and auditor. This item also gives shareholders the opportunity to ask questions about the company and its operations. The company's auditor, Mr. David Petrie from EY, is also available today to answer any shareholder questions on the audit if required. I will firstly deal with the questions on this item of business received in advance of the meeting, then written questions that have been submitted online during the meeting, after which I will move to questions on the phone. I'm now going to hand over to Lisa to handle the questions we have received. Lisa, could we please have the first question?

Lisa Pendlebury
VP of Investor Relations, Mayne Pharma

Yes, the first question, Chair, comes from a number of shareholders, which is in relation to the Mayne Pharma share price and when it will recover, and when can shareholders expect to receive a return upon their investment?

Frank Condella
Chair, Mayne Pharma

Well, I'll start by answering that. I think that, as all shareholders, you know, I'm disappointed in the share price as well. We would certainly like to see that start to increase a lot in the next calendar year. I think the main drivers of our share price right now are the fact that we are listed along with other generic companies, and we're still viewed primarily as a generic drug company, despite the fact that we have a very solid and successful CDMO, which I believe is truly undervalued. Our dermatology business is performing relatively well. Finally, we have this branded product opportunity in NEXTSTELLIS. As the branded opportunity in NEXTSTELLIS advances, I think that we will see new shareholders come in because they'll see the opportunity for amazing growth with that product.

At that point, I would hope that our share price would affect that. Right now, we're still being marked against our peers in the generic business, which are all down substantially from last year. Scott, would you like to add anything to that?

Scott Richards
CEO, Mayne Pharma

Look, I would just reiterate, you know, we feel very, very confident about our women's health strategy. You know, I've talked about what we've done in dermatology. We are beginning to see some real momentum there. Of course, you know, I would agree wholeheartedly with what you said about contract services and its relative valuation, Frank.

Frank Condella
Chair, Mayne Pharma

Lisa, could we please have the next question?

Lisa Pendlebury
VP of Investor Relations, Mayne Pharma

Yes, Chair. The next question is around generic NuvaRing. We've actually had a couple of questions on generic NuvaRing, which is yet to receive FDA approval. What has the FDA asked for in their latest complete response letter? And when will you respond to the FDA? When do you expect it will be approved by the FDA?

Frank Condella
Chair, Mayne Pharma

Oh, Scott, I think I'll hand that question over to you.

Scott Richards
CEO, Mayne Pharma

Thanks, Frank. As Frank intimated in his opening remarks, we received a CRL, but the good news was that CRL only contained five questions, compared to many, many more than that in previous CRLs. Three of those five questions were very routine and administrative in nature. Two questions related to the device itself. They were technical questions around the biocompatibility of the product. That's only required for, you know, complex device drug combinations like this.

Frank Condella
Chair, Mayne Pharma

We're very confident that the data that we provided, which was supplemental to what we had already provided, to the FDA should satisfy them. As Frank said, we have submitted that CRL response. To give you some idea, we only received the CRL in late September, so it took us, you know, less than two months to respond. So that is a testament not just to the work of our team, but also, you know, I suppose the depth of the questions themselves. The FDA had no further questions around Mithra's manufacturing facility or process of manufacture, which was a challenge for us earlier on in the prosecution of this ANDA, so that's great news. They had no further questions around drug substance or around bioequivalence.

In terms of the timing from here, we expect to receive a target action date from the FDA, which would be the earliest approval date, between six and 10 months from now. It will only take 10 months if a further site inspection of Mithra is required. That said, based on the CRL we received at the end of September, the FDA responded in a 6-month clock and did not go back to Mithra. We cannot guarantee that won't happen again, but obviously, it looks as though Mithra has satisfied the FDA. We're hoping that that earlier date, six months, is more representative of reality. Lisa, could we have the next question, please?

Lisa Pendlebury
VP of Investor Relations, Mayne Pharma

Yes. Chair, there's only one more question on this resolution. Why has there been no media releases on the progress in relation to sales, distribution, and marketing of NEXTSTELLIS?

Frank Condella
Chair, Mayne Pharma

I'm not quite sure if I fully understand what this question is asking. You know, whenever there's important information, of course, we disclose that as soon as we have it, if there's any market-sensitive information. I think if we're talking about consumer marketing, we've just given a full update on NEXTSTELLIS between myself and Scott here, and I think that going out in public and promoting NEXTSTELLIS through the media is planned for next calendar year when we reach certain milestones, as Scott has said. Like, when there's important information, like we're expecting the approval of NEXTSTELLIS in Australia sometime in the near future. Once we get that, of course, we would announce that right away. I think that's about it.

Companies don't usually put out routine press releases about their sales activities or their marketing activities, except when there might be some important milestones or new indications or clinical studies that are released. The target audience, quite honestly, for new clinical studies is usually prescribers. Right now I can say that there's been a few articles published in professional journals that are very positive on NEXTSTELLIS and that should help build awareness and also confidence in prescribing the brand. Hopefully, I've answered that question sufficiently. I suggest, Lisa, we go to any next questions that you might have received.

Lisa Pendlebury
VP of Investor Relations, Mayne Pharma

Chair, there's no further questions, so you can move on.

Frank Condella
Chair, Mayne Pharma

Okay. Thank you. The next item of business is the re-election and election of directors. This year, Ian Scholes, Patrick Blake, and myself are retiring by rotation and offer ourselves re-election at this meeting. Dr. Carolyn Myers is a new director offering herself for election. All the directors' experience is set out in the notice of meeting. I'll now hand over to Ian Scholes for the next resolution, which covers my re-election. Ian?

Ian Scholes
Deputy Chair, Mayne Pharma

Thanks, Frank, and good morning, ladies and gentlemen. The next resolution is for the re-election of Mr. Frank Condella. Mr. Condella's experience and expertise are set out in the notice of the meeting, and you will see that he's a very experienced executive and board member in pharmaceutical companies. Of course, he is our new chairman. The board unanimously supports the re-election of Frank, and I'm very pleased to propose the re-election of Frank Condella as a non-executive director of the company. Frank, would you like to make any comments about your re-election?

Frank Condella
Chair, Mayne Pharma

Well, thanks, Ian. I've been a director of Mayne Pharma now since 2018. However, my connections to Mayne Pharma actually date back to 2000 when I was CEO of Faulding's global pharmaceutical business. Now, my experience is, as Ian has said, both broad in executive and board roles in international and specialty pharma companies. I've worked in the generic brand and contract service space and have experience in bringing new products to market and successfully buying and selling businesses, building management teams, and strengthening capital structures.

For example, during my time at Skyepharma, a developer of drug delivery technologies, I was CEO, and then after I retired as CEO, I became chairman of the board and oversaw the turnaround of that business, where we became the best-performing stock on the London Stock Exchange and subsequently merged with Vectura. I'm honored to offer myself for reelection as your Chair and to ensure going forward that we will do our best to make the right strategic decisions and do what's in the best interest of the company and our shareholders. Thank you.

Ian Scholes
Deputy Chair, Mayne Pharma

Thanks, Frank. Lisa, are there any questions on this resolution?

Lisa Pendlebury
VP of Investor Relations, Mayne Pharma

No, Ian, there's no questions on this resolution.

Ian Scholes
Deputy Chair, Mayne Pharma

Okay. As there are no further questions, I'll now put the resolution to the meeting. We should have displayed on the screen the details of the proxy votes received on this resolution. I'll now hand back to Frank for the next item of business.

Frank Condella
Chair, Mayne Pharma

Thank you, Ian. The next three resolutions are for the reelection of Ian Scholes and Pat Blake, and the election of Carolyn Myers. I'll take any shareholder questions on these three resolutions together. However, first I will ask each of the directors to make some comments about why they should be a director of Mayne Pharma. Ian, would you like to go first?

Ian Scholes
Deputy Chair, Mayne Pharma

Yeah, sure, Frank. Thank you to my fellow directors and shareholders for giving me the opportunity to stand for reelection. I'm currently chair of the company's Audit and Risk Committee. I'm also on the Remuneration and People Committee, and I'm newly appointed to the Nominations Committee of the board as well. I'm deeply involved in a number of aspects of the company. I joined the board in 2007, and as such, I'm the longest-serving director. I bring a long and deep background of the knowledge on the history of the business, as well as the successes and challenges that we've faced. I also, by the way, own a reasonable number of shares. My expertise lies in the accounting and finance area.

I've worked. I'm a chartered accountant. I've worked in the banking sector for over 30 years in senior leadership roles at the National Australia Bank and NAB. I'm very pleased to put myself forward for reelection. Thank you, Frank.

Frank Condella
Chair, Mayne Pharma

Thanks, Ian, and, now I'll ask Patrick Blake to make a few comments. Pat?

Patrick Blake
Non-Executive Director, Mayne Pharma

Thank you, Frank, and good morning, ladies and gentlemen. First of all, I'd like to thank the board for supporting my reelection. I've served on the board for three years and am a member of the Audit and Risk and Remuneration and People Committees. To share a little bit about myself, I've spent more than 30 years in the healthcare industry, including more than 20 years at McKesson Corporation, one of the largest healthcare services and IT companies globally, and also one of Mayne Pharma's largest customers. My work experiences and expertise are in commercial sales and operations, IT restructuring, business development, and strategy. I believe that my experience and expertise will be helpful to the journey that Mayne Pharma is currently on.

Frank Condella
Chair, Mayne Pharma

Thanks, Pat. Now, Carolyn, if you would like to say a few words about yourself.

Carolyn Myers
Non-Executive Director, Mayne Pharma

Yes. Thanks, Frank, and good morning, ladies and gentlemen. I joined the Mayne Pharma board in October, and this is the first time I'm up for election. While I'm an independent board director due to Mithra's shareholding, I do look forward to working with the Mayne Pharma team to support achieving their objectives and maximizing the opportunity of their women's health franchise. The successful launch and commercialization of NEXTSTELLIS, as well as generic NuvaRing, are a benefit to both Mayne Pharma as well as Mithra materially, and I look forward to being involved in making sure they're both successful. My expertise and experience is primarily from the U.S. pharmaceutical industry.

I've held a number of senior-level positions in mostly large pharma companies, and in my tenure, have launched myself or led the launch and support of over 20 brand products, as well as more than 50 licensing deals. My experience, my knowledge, and my success is really in commercialization, both sales and marketing, in business development, as well as in product development. Thank you, Frank.

Frank Condella
Chair, Mayne Pharma

Thank you, Carolyn, and it's been very good to have you join our board. I'll now put these three resolutions to the meeting. Lisa, if you could please display the proxy votes received for these resolutions. We'll move on now to the two resolutions concerning remuneration arrangements and include the company's remuneration report, which is set out in the annual report and the issuance of performance rights to our CEO. Under the Corporations Act, shareholders are entitled to an advisory vote on the remuneration report.

The board's remuneration policy for senior directors has always incorporated an element of remuneration linked to a long-term company performance. Our program at Mayne Pharma was unique when it was first introduced in 2014 as we abolished short-term incentives for senior executives, which means that all the incentive component of their remuneration is linked to the long-term success of the company. Our long-term incentive program is aligned to shareholders interests, as shown by the remuneration outcomes for senior executives. Since the introduction of the LTI scheme program in FY 2015, no KMP that are key executives that are named in the remuneration report have exercised any of the LTI shares granted to them, and no vested shares are currently in the money and could be exercised today.

Before we ask questions on the remuneration report, though I have to admit I'm sorry, I skipped over if anyone had any questions on the re-elections of the directors. I know we've already moved on, but I don't wanna lose that opportunity. Lisa, were there any questions from anybody on the re-elections of the directors?

Lisa Pendlebury
VP of Investor Relations, Mayne Pharma

Chair, there was no questions on the re-election of the other three directors.

Frank Condella
Chair, Mayne Pharma

Okay. Certainly if you have questions at the end, we'd be happy to take them. Now I'd like to see if there's anyone who wishes to ask any questions on the remuneration report or the issue of performance rights to Scott Richards under the company's long-term incentive program. These are resolutions five and six.

Lisa Pendlebury
VP of Investor Relations, Mayne Pharma

Chair, there's one question.

Frank Condella
Chair, Mayne Pharma

Lisa, go ahead.

Lisa Pendlebury
VP of Investor Relations, Mayne Pharma

Yes, there's one question that's been received. As a major shareholder frustrated with the share price struggling to remain at AUD 0.30, at what point will the company make changes to senior management to correct this problem, which has cost shareholders greatly? It is insulting to see the current senior management won't stop trying to reward themselves with free shares for such poor performance.

Frank Condella
Chair, Mayne Pharma

Thanks, Lisa. I've already mentioned about the share price and certainly my position on the share price and what we hope to do about it. I think I'd like to hand this over to Ian Scholes to talk about the remuneration policy. Before I do that, I would just say that Scott Richards, our CEO, has done an excellent job bringing in some highly qualified people to not only run our contract management services business but also to drive the launch of NEXTSTELLIS. Obviously, these people joined our business to do these things based on talking and spending some time with Scott and being willing to work for him. That, I think, is something that we should take into account. Ian, could you talk about the remuneration report, please?

Ian Scholes
Deputy Chair, Mayne Pharma

Yes, sure, Frank. Well, firstly, just to address a couple of the issues raised in that question directly. Management don't reward themselves with shares. That is done by the Remuneration and People Committee, which consists of Pat, myself, and Frank. Scott does sit in that committee, but that committee works with PricewaterhouseCoopers, who are our independent consultants, to make sure that everything we do is in line with the rest of the industry. It's a little bit complicated because we have to look at what we do in Australia to make sure our incentive packages are competitive in Australia, but also given that most of our operation is in the U.S., to make sure it's competitive in the U.S. The other thing I'd say is, they're not free shares.

They are actually part of the executives remuneration. They work to get the right to potentially get those shares. Bear in mind, they only get those shares, as Frank said, if they meet certain returns for our shareholders. We don't pay short-term incentives, we don't pay bonuses, and that's unique. The way we reward our executives in the longer term is by awarding them the right to get shares under if they meet the shareholder return targets. I'd just point out that over the last two years, we've increased those required target returns quite significantly. In order to get a 50% vesting of the performance rights that are awarded, we've said that shareholder returns on a pro rata basis have to increase from 5%-8%.

To get 100% allocation, we've now increased the hurdle rates from 10%-15%. Again, as Frank pointed out, you know, means that there has to be significant returns for the shareholders before any of these performance rights or shares will vest to management. They are certainly not free shares, and they're certainly not necessarily easy to get. They have to be earned by getting shareholder returns. As Frank said, over the last 5 years, none of these rights and shares have vested because of the share price performance. We think that aligns very heavily with how our shareholders are feeling. Many of them have in fact lapsed and not vested. I hope that answers the question, Frank.

Frank Condella
Chair, Mayne Pharma

Yeah, I think it does, Ian. Again, I think our senior management team is working very hard to turn this business around. We've been hurt by the generic drug segment of our business being hit by external forces, things that we really don't control ourselves. You know, it's thanks to this management team led by Scott that we have the NEXTSTELLIS opportunity and that we have the Metrics Contract Services business. We have a very unique now go-to-market model for our dermatology business, which is proving to be a pretty interesting way to go against the tide. Thanks for that question. Lisa, could I have the next question, please?

Lisa Pendlebury
VP of Investor Relations, Mayne Pharma

Okay. There's no further questions in the queue. That's it, I guess, from the Q&A side.

Frank Condella
Chair, Mayne Pharma

Okay. Well, if there are no further questions, I now declare the business of the meeting closed. Well, furthermore, I'm sorry. If there's no further questions, this concludes the discussion on the items of business today. Please ensure to cast your vote on all the resolutions, as I will close the meeting in approximately one minute. We'll now take a short break while we give you a chance to lodge your final votes. Well, thank you, everyone. I now declare the business of the meeting closed, and the voting is closed. Please note that the results of the poll will be notified to the ASX later this afternoon in accordance with the Corporations Act. We will also place the results on the company's website as soon as they become available. Thank you so much for joining us online today.

I know that Mayne Pharma looks forward to your continuing support in the coming year. Thank you, and good day.

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