Vitasora Health Limited (ASX:VHL)
Australia flag Australia · Delayed Price · Currency is AUD
0.0140
+0.0020 (16.67%)
May 6, 2026, 3:49 PM AEST
← View all transcripts

AGM 2022

Nov 14, 2022

Andrew Metcalfe
Company Secretary, Vitasora Health

All right. Can you hear me, Nicholas?

Nicholas Smedley
Executive Chairman, Vitasora Health

Yes, we can.

Okay.

Brad, you can turn your camera off, and Andrew, I'll turn your camera off as well.

Andrew Metcalfe
Company Secretary, Vitasora Health

I will.

Nicholas Smedley
Executive Chairman, Vitasora Health

Andrew, ready to go live?

Andrew Metcalfe
Company Secretary, Vitasora Health

Yes, we are.

Nicholas Smedley
Executive Chairman, Vitasora Health

All right. Perfect. All right. Good morning, ladies and gentlemen, and welcome to the 2022 annual general meeting for Respiri Limited. My name is Nicholas Smedley, and I am your chairman. We also welcome people attending the AGM via our webcast. Ladies and gentlemen, I'm advised that a quorum of members is present. I therefore declare the meeting legally constituted and open. Before proceeding with the formal business of the meeting, I'd like to introduce directors of your company. Mr. Marjan Mikel, our Managing Director and CEO, and Brad Snow, an independent non-executive director. I'll get him to introduce himself a little bit later on in the meeting, just for all the shareholders just to meet Brad for the first time. Also present today is Mr. Sam Kleinenbold, our chief financial officer, and Andrew Metcalfe, our company secretary.

We also welcome Mr. Eddie Hu, representing our auditors, RSM. This is a hybrid meeting of shareholders. In addition to the company representatives and shareholders in Melbourne, proxy holders and guests are participating in the meeting virtually via Zoom. Can submit their vote via Computershare's online virtual meeting platform. Virtual attendees can listen and view the live webcast of the meeting via Zoom and see the slides that are presenting today. In addition, shareholders and proxy holders have the ability to ask questions and submit votes through the Zoom call. For those attending in person who wish to ask a question, you may raise your blue attendee card to ask a question when called upon to do so. For those attending online, there are two methods to participate. First, to ask a verbal question, please raise your electronic hand on the Zoom meeting.

The moderator will facilitate your participation in the meeting at the appropriate time to ask your question. Secondly, you can ask written questions. You can type your question in the Zoom chat box. Written questions can be submitted online at any time during the meeting. I ask that you provide your name and identify the capacity in which you are attending the meeting, e.g. shareholder or proxy holder, when asking a question. You may submit written questions now, as you do not have to wait until we get to that item of business. Please also note that your questions may be moderated or, if there are multiple questions on one topic, amalgamated together. If you have a question that does not relate to the agenda item, these questions will be held over and answered after the AGM is officially closed.

Voting today will be conducted by way of poll on each item of business. To provide you enough time to vote, I will shortly open the voting for all resolutions. For shareholders and proxy holders who are attending in person, you would have been issued a blue attendee card with the voting details on the reverse side. For those attending virtually, if you are eligible to vote at this meeting, a Vote icon will appear. Selecting this icon will bring up a list of resolutions and present you with the voting options. To cast your vote, simply select one of the options. There is no need to press the Submit or Enter button to vote, as the vote is automatically recorded. You will receive a vote confirmation notification on your screen. You do, however, have the ability to change your vote up until the time I declare voting closed.

For full details on how to log on to the vote online, and vote online, please refer to the online user guide. I now declare voting open for all resolutions. Please submit your votes at any time. I will provide ample notice prior to the close of voting after that last resolution is put to shareholders. I appoint Michael Stretton of Computershare Investor Services to be the returning officer and to conduct the poll. As chairman, I intend to vote undirected proxies in favor of all resolutions, as outlined in the notice of meeting. Your board also strongly recommends that shareholders vote for all resolutions. During the meeting, we'll display slides for each item of business and the number of proxy votes received for each resolution notice of meeting.

Ladies and gentlemen, as the notice of meeting has been made available to all shareholders, I take it as read. I will now explain the format for today's meeting. Marjan and myself will make a presentation to shareholders, which has been published to the ASX platform and will be published on the company's website. These presentations will, among other things, attempt to cover any questions that you may have. After the presentations, we will proceed to the formal resolutions and considerations of the FY 2022 financial statements and reports as outlined in the notice of meeting. Shareholders will have the opportunity to ask questions on each resolution before they are put to a vote. Please keep your questions specific to the resolution at hand.

Further, please note that during consideration of the financial statements and reports, shareholders are given the opportunity to ask questions of a general nature if not covered by earlier resolutions.

Andrew Metcalfe
Company Secretary, Vitasora Health

Marjan, I will stop screen share and allow you to come online and present your presentation.

Marjan Mikel
Managing Director and CEO, Vitasora Health

Fantastic.

Nicholas Smedley
Executive Chairman, Vitasora Health

Just before Marjan comes and does the presentation, I just wanted to thank all shareholders for their continued support of the company. I'd also like just to add that over the last 12 months, the progress that Marjan will go through in relation to the U.S. operations, we're very proud of an organization. Marjan's doing this presentation from the U.S. at the moment, where he's been on the ground for some time. I must say, every time that Marjan does head to the U.S. now, the progress that he makes is leaps and bounds from the prior occasion. On this trip, the business development pipeline and potential customer pipeline has been expanded. He's also been able to convert a number of existing leads.

There should be or there will be positive updates from Marjan Mikel and the operations team on great breakthroughs in the U.S. over the last weeks, and that are due to come in the near term. Marjan Mikel, I'll pass over to yourself for the presentation.

Marjan Mikel
Managing Director and CEO, Vitasora Health

Fantastic. Thank you very much, Nicholas. Good morning, everybody, and howdy from the United States. I know that's about as good as my U.S. accent gets. I'm really pleased to be able to join you today and give you an update of the progress that we've made over the last few weeks and how well we're progressing versus the milestones that we've put together and made public to all of you in the marketplace regarding our traction within the United States. Bear with me for a while, and I'll go through these details as we move forward. I thought I'd start with a summary of why it is that we're actually in the United States again.

To those of you that know this, I do apologize, but I think it's important to remember that the United States pivot for Respiri was a beachhead moment for the organization. Not just because it's so much larger than Australia, you know, 30 times if you look at the value in dollars. Also because the market dynamics in the United States is very, very different to Australia and other parts of the world. Important to note, there are 50 million Americans living with chronic obstructive pulmonary disease, or COPD, or asthma. It's a huge financial burden on the American economy, like everywhere else in the world. In the U.S., it's almost $135 billion. That's billion with a B, in terms of the financial burden on the society.

That is in terms of lost productivity, in terms of medical interventions and other sorts, and hospitalizations. The important thing to note is that there is still a major problem with the admission rates in the COPD area, with readmission rates as high as 38%. That's readmission rates that are basically causing hospitals and other institutions to be fined by Medicare. You'll note that more than 50% of hospitals and institutions in the United States have been fined by Medicare for excessive readmission rates. There is a huge motivation for these institutions to do whatever it is they can to minimize the readmission rates and bring them in line with the expectations of the payers. Both CMS, that is the Centers for Medicare & Medicaid Services, but also private investors.

In insurers as well. Remote patient monitoring is a proven way of reducing these particular issues around readmission rates. The size of the remote patient monitoring market in the U.S. is huge. It's growing at a great rate of knots. It's forecast to be worth about $85 billion by 2026. That's an annual growth rate of about 30% per annum. Important to note that in the U.S., unlike anywhere else in the world, remote patient monitoring and use of devices to achieve that is reimbursed to the doctor. Not to us, to the doctor. They are remunerated for providing preventative healthcare to their patients, which everyone in the U.S. really does understand is worth the investment.

The fees to the doctor through reimbursement are roughly $1,800 per patient per year for each patient they start with wheezo in this instance. Important to note that, we have been very successful in the work that we've done thus far. I'll give you a little bit more detail around the business development pipeline as we move through this presentation. We will become the first Australian company to have onboarded patients into remote patient monitoring programs in the United States, and we will be, in December, the first company, Australian company, to actually have its devices successfully used by doctors to claim RPM CPT reimbursement codes. That's a bit of a milestone for us as an organization, but also for the Australian med tech industry as well.

We've spoken about the two customers that we've already secured, with wheezo and RPM. Michigan Children's Hospital, who are part of the Detroit Medical Center, who are owned by Tenet Healthcare, who are a publicly listed organization in the U.S. Also the North Carolina organization that we also secured and will be starting COPD patients on wheezo programs in the coming weeks.

Important to note, in the very short period of time I've been here, the last two and a bit weeks, we've managed to advance negotiations with quite a number of relatively large-scale healthcare providers in the United States, and we're very close to finalizing the details around how we will work together with them and also with our partners at Access Telehealth, and provide them with a full suite of remote patient monitoring wheezo programs that are attractive to them because we know that they will help them reduce their readmission rates and avoid some of the penalties that come along with that. While at the same time, if they decide to actually make some money in doing that by utilizing the reimbursement codes available to them. Reminder of the revenue model for us.

Well, we currently sell the devices to our partners for between $50 and $60, and that's a gross margin of roughly 30%-40%. That really is a world-class performance when it comes to gross margins on medical devices. Sorry, someone's needs to be put on mute. Important to note that. The important part is our recurring monthly revenues per patient. Our partners charge their customers a monthly fee for service for providing the all-inclusive RPM solution to their customers, and we charge our partners a fee per month per patient of between $5 and $20. Now, why the range? The range really is based on the scope of the work that is outsourced to our partners by their customers.

Everything from simply providing wheezo and the database to the customers and have those customers interact with the patients themselves. That's the lower end of the range. $20, the upper end of the range when the full RPM service is outsourced to our partners, and that includes patient interaction. Important to note that our break-even number, and this is stamped on everyone's forehead here at Respiri, 30,000-40,000 active patients on devices providing monthly revenue streams to us will lead us to a break-even situation as a business. It's also important to note that the path and strategy that we've taken on the U.S. is a very cost-effective partner-based model that gives us great bang for buck.

It's important to note that over the period of time that we've launched in the United States, our costs and expenses have actually gone backwards with respect to what they used to be here in Australia. We're doing everything we possibly can to get maximum return on investment on the shareholders' cash that has been given to us and trusted to us to actually launch the business in the United States. Importantly, there's no point having a business in the U.S. unless we've got a scalable product, and we do. A lot of time and effort has gone into developing the U.S.-based platform. That also includes the portal, the physician-led portal, the app in the U.S., which is a physician-led app that we use with patients, and also the device itself. We've also managed to deliver our digital center of excellence in the Philippines.

That allowed us to very quickly scale the requirements that we have to continue to develop the IT platforms that we need to support the activities of our partners in the U.S. and provide world-class solutions to their customers and patients. We've already developed the APIs that allow us to link straight into our third-party systems, and this allows us to have a flexible product that will talk to the electronic medical record systems that our customers' partners have got. We're in a position now where we have the ability to provide our partners' customers with a single shop when it comes to the systems they're using to actually deliver on the RPM value proposition that we're selling them. That's really important because any major institution does not wanna be dealing with multiple systems as we move forward.

Important to note, we are making great progress with our R&D pipeline. The wearable product, which is not to replace wheezo, but complementary to wheezo, and it basically expands our addressable market with transition care, which I'll get into a little more later in the presentations. We're also very close to finalizing our medical advisory board in the U.S., and we'll be in a position to make that announcement with the heavy-hitting key opinion leaders that have agreed to join us. I'm excited to actually move forward with wheezo, the wearable device, and also the impact that's going to have on the health outcomes of patients with chronic diseases in the respiratory space. Important to note that we are delivering shareholder value. Financial year 2023, our objectives are very, very clear. Onboard our first U.S. partners and continue with wearable clinical development.

Agreements are in place already with over 100,000 of addressable patient potential. That's not the number of patients that we've got on wheezo, but rather the number of patients that are potential patients for the wheezo RPM program. We have successfully already launched the RPM programs with clients, and our job now is to really make sure that we delight these customers with the service and the outcomes that we are delivering to their patients. We are close to finalizing the details with our partners, King's College London, for the National Institute for Health and Care Research funded study in the United Kingdom. Remembering, of course, that that is a outcomes-based study that will provide us with information and data that will be applicable to all markets across the world, including United States.

We've spoken about the advisory board in the U.S. and close to finalizing that, and we are looking at understanding what exactly we need in the United States to help support our partners and deliver services to their customers and the broader number of healthcare institutions in this space. 2024 really is a growth phase. Financial year 2024, by the end of that particular year, we hope to be monthly cash positive, and we hope to have at least 8-15 major healthcare institutions contracted for our wheezo RPM programs with a potential patient base of 150,000. Now, that is the potential number of patients who have got respiratory disorders that we can potentially tap into with our RPM programs.

We will commence our new wearable product FDA process, and we'll commence our clinical studies with the wearable in quarter one in that particular year. Wearable manufacturing will be established as well to make sure that we can meet demand, and we hope to see wearable revenues commence towards the end of financial year 2024 and look to be launching UK operations around the same time. 2025 is really to accelerate the growth of 2024. Cash flow positive as a core business proposition. Over 300,000 patient potentials with through our clientele. Have the wearable launched within 10 clients in the United States in particular, establishing initial contracts with the wearable with a natural progression from transition care to remote patient monitoring with wheezo.

We hope to build this continuum for patients as they leave hospital and go home for remote patient monitoring services. Really, we're in a great position at the moment, and these are the goals that we've set ourselves as an organization, moving forward over the next 3 financial years. Important to note, and I won't go into this in too many details, but the burden of respiratory disorder in the U.S. is huge. I've mentioned there are approximately 50 million Americans with COPD or asthma problems, and about 17% of those are difficult to treat. Our breakeven's only 30,000, and that just. The reason I'm bringing that up is because we're not for a moment suggesting that we need to capture half of all the Americans with respiratory disorders to be able to break even with our business model.

In fact, it's a very, very small component of the total addressable marketplace. As I said, the burden is large in the U.S. as it is everywhere else in the world. Readmission rates continue to be very high in this space, and particularly with COPD and asthma, where readmission rates are almost 40%. Now, the cost of each COPD patient admission is almost $30,000. So there is a great motivation for all stakeholders in the healthcare space to make sure they do what it is that they can do to minimize readmission rates in this space. As I said previously, Medicare has fined over half of hospitals in the United States for not meeting readmission targets that have been put forward to them.

We're in a great position to provide a service that will help address many of these issues. Important to note that we also have a world-class solution that was tested in Australia, but we know works in the U.S.. With our partners at Access Telehealth, our performance in keeping patients engaged with remote patient monitoring is more than twice the national average for CMS in the United States. That's important to note. We're a lot better than anybody else when it comes to engaging patients in remote patient monitoring and making sure that they comply with the RPM conditions, and in doing so, reduce hospitalization and other exacerbations. As I mentioned previously, the Medicare payments for reimbursement and RPM aren't paid to us, they're paid to the doctors. Doctors are reimbursed for providing preventative healthcare, which will help achieve these goals.

As I said, we then charge the doctors a fee for service for helping them provide the patients with what's necessary to be able to claim these codes. It's a huge opportunity for us. Important to note that in the RPM space in respiratory medicine, there is really no alternative at this particular moment to Wheezo as a broad brush solution for doctors to be able to use with their patients. Just a summary, and these are the reimbursement codes that doctors can claim for remote patient monitoring. In the instance of Wheezo, by providing a patient with our Wheezo device and working with our partners, Access Telehealth, they can claim, as I said previously, about $1,750 per month, per patient, per device. It's very economically favorable from a payment perspective.

As I said, we do know that hospitals are particularly motivated to get remote patient monitoring up and running in the United States. I can tell you that's the case because I've had many, many conversations with potential clients here in the United States. They are very, very interested in making sure that they make this a reality because of the CMS fines that they are facing at the moment. To give you an example, one of the customers I was talking to late last week was fined in excess of $1 million for exceeding readmission thresholds. There is a huge need for us to be able to provide a proven solution to reduce these readmission rates. Inpatients, we've already boarded our first patients on wheezo, as was announced earlier this week. Sorry, late last week, my mistake.

We're currently in the process of finalizing getting patients on board at Michigan Children's Hospital . As you can recall, we've been asked, or this, the RPM program with wheezo has been reviewed by the broader Michigan Children's Hospital belongs to. The idea being that if it's good enough for Michigan and the outcomes are as we expect them to be, that there is a much broader business opportunity to roll Remote Patient Monitoring out to the broader Michigan Children's Hospital belongs to. We are starting with pediatric patients living with asthma, so that'll give us a good indication of how well we can operate in that particular space. We hope to have first reimbursed patients onboarded with Michigan in the coming weeks and be able to process those reimbursement claims in December.

Similarly, with North Carolina, again, an organization, a hospital which is part of a much larger organization. In this instance, we're dealing with chronic obstructive pulmonary disease patients, adults. We are in the process now of putting everything in place to make sure that the systems are in place to be able to effectively claim the RPM codes for wheezo RPM reimbursement. We hope to have first patients on product with this particular hospital in the first week of December. As I said previously, we've already commenced patients on wheezo, and we're very, very excited about what the next few weeks holds for us when it comes to onboarding more patients with clients that we have signed up as partners.

Also we're very close to making a few more announcements in the not-too-distant future about some major respiratory organizations that are also very interested in executing remote patient monitoring wheezo solutions. We're in the throes now of finalizing what that could look like. I hope to be able to make some announcements to the organization, sorry, to the marketplace in the not-too-distant future about our progress in these areas. It's been an exciting few weeks for me.

I can say again that I have yet to meet an organization where we discussed Remote Patient Monitoring wheezo solutions, where the response has not been, "This is an excellent solution for us to be able to execute with our patients." As you can imagine, one of the key issues that we face moving forward is making sure that we tick all the boxes within these major institutions, some of which employ over 100,000 people, to execute the implementation of this particular program within organizations, many of which have never had something like this, Remote Patient Monitoring, generally.

Although it can be a little frustrating at times, what I can say is that we have a very good clinical approach to accepting what it is we're doing, and importantly, that the numbers people also see the benefits of being able to be had, sorry, by executing these particular RPM programs. As I said, it is a scalable solution. All of these things have been repurposed for the United States.

Wheezo, basically packaging, but the app, the healthcare portal and the organizations that we're dealing with, we've all developed and had to invest in U.S.-centric IT platforms for us to be able to deliver on the physician-led business model in the United States, which is very different to what happened in Australia when it came to the consumer-led model that we tried to uptake in the Australian marketplace. Everything's in place. We've got the APIs in place. We can provide our partners, customers with a one-stop shop, so they don't have to jump from system to system, which is a big obstacle to adoption when it comes to new systems.

We're very well placed to take advantage of the need that these institutions have to reduce hospitalizations by improving their patient care. One proven way of doing that is by making sure that remote patient monitoring solutions are available for these institutions to use with patients in low-cost healthcare environments such as the home. One of the doctors that I spoke to again last week used the term for wheezo, which was sophisticated simplicity. I think that doctor summed it up for me. Simplicity, in that it is such an easy and elegant device to use for patients, doctors, and carers. Sophistication in that it provides reproducible, accurate data from the real world, which these doctors have never had when they've been treating patients with respiratory disorders.

For the first time, when that patient leaves their care, that doctor, their carer, will have absolute transparency around what is happening with their patient in the real world, in real time, to be able to work out whether a patient's doing what it is they're supposed to be doing. Whether or not their condition's being controlled, and if it's not, and things are deteriorating, to be able to act before there's a problem. One thing that has stuck into my head over the last couple of weeks is sophisticated simplicity is what sums up wheezo and the wheezo RPM program beautifully. That is something that really is working in our favor and really makes for a very encouraging discussions with potential clients, but also the clients that we've signed up. R&D, we are developing the wearable.

We do have a working wearable prototype, and really it's there for continuous monitoring of physiological parameters, which is very highly regarded in the United States. As I said, readmission rates over the first 30 days are a key KPI for hospitals to hit. Really, they, at the moment, have absolutely no way of monitoring whether or not a patient is, in fact, transitioning from discharge in a hospital to home care in a satisfactory manner. The wearable is an opportunity to be able to do that and provide real-time data over that critical period, but then also provide us with an opportunity to transition the patient across from the wearable to wheezo and continue longer term on existing RPM programs.

As I said, the wearable is not there to replace wheezo, but to augment the patient journey when it comes to caring for respiratory patients from go to whoa. I can say the AI data science capability support the program is on target, and we're really meeting all the deadlines that we've set aside for ourselves with the development of this particular device. As I said, the first working prototypes have been assembled and they're undergoing initial testing, so we know that it works. We know that we can capture the data effectively, and we're working on the best way to capture that information, but also develop the alerts for patients and clinicians to be able to I guess intervene if intervention is required.

The algorithms are being refined as I speak, and we know that we can already measure respiratory rate, body position and movement, cough, wheeze, and also sleep quality, which are really all the questions that respiratory physicians and doctors generally are wanting to know about their patients that are suffering from respiratory disorders. These are the questions that are asked in the ACT or the CAT. The best practice when it comes to treating or managing patients with respiratory disorders in asthma and COPD. Again, we are not providing them with questions that they are not already asking. We are providing them with objective answers to those questions.

The medical advisory board and people that we've raised the wearable with are very excited about the utility that this is gonna provide them with for the first time in the area of respiratory medicine. This is an exciting time for us. Important to note, this is ring-fenced from wheezo and our commercialization plans. What I mean by that is the organization remains very focused on making sure that we maintain our momentum in the United States with wheezo, and that we continue to close deals with hospitals and other customers to make sure that we get wheezos in the hands of patients who need them. The wearable, of course, is being developed with the help of our in-house R&D group, and also with the help of doctors who will soon become part of our medical advisory board.

Thank you very much for listening to my presentation. I think it's important to make a summary of where we're at, and I think it's important to understand the attractiveness of our business model. We sell the devices, excuse me, and make money on those devices. There's no doubt about that. They're at world-class margins. The most important piece, though, is the recurring revenues on a monthly basis by patients, which will be around about the $20 mark, U.S. dollar mark, per patient, per month, that we will be paid by our partners, Access Telehealth and M Telehealth, who charge physicians a monthly fee for service for helping that physician qualify for or making claims against the RPM CPT reimbursement codes.

We've successfully onboarded our first patients on the wheezo RPM program, and reimbursement is hoped to be claimed and processed in December 2022. We're very close to taking the major RPM customers that I've mentioned previously, Michigan and North Carolina organization, and onboarding patients within their systems. That's what the last few months has all been about, making sure that we fit into the hospital systems rather than creating headaches for them. We are confident of having first reimbursed patients from those particular customers in December 2022 as well.

As I said, there are quite a number of late-stage opportunities that we are close to finalizing, at this moment, and I can say I've had a lot of fun over the last two weeks having those discussions with these clients, and I look forward to sharing more of that information as it comes to hand and we have, further developments in that space. Important to note, the U.S. is not just the behemoth that it is. Its market dynamics are key to our success. It's physician-led, it's reimbursed, and the American stakeholders in healthcare understand the importance of preventative medicine, and they pay for it. We've got a world-class end-to-end product solution that's been developed for the United States, and our APIs allow us to be completely and seamlessly integrated into our customers' systems.

That's really important because the last thing a large institution wants to do, and they won't do it, is introduce another system outside of their EMRs, the electronic medical record systems, which basically is the heart and soul of the organizations. We're in a position with our partners to integrate seamlessly into those and importantly, make remote patient monitoring easy for them. Basically make it so that really very little changes for the doctors and staff in our customers' setups. Basically that's because it's outsourced to our partners, and we make sure that everything they need to know is inputted into their systems. The pipeline for our next generation of products is very positive. We're hitting the milestones that we've set ourselves.

We will be in a position to start clinical trials in quarter one of next calendar year, so that's the March quarter next year. Everything going to plan. In our experience in the 510(k) FDA submission with wheezo, we are confident that we will have FDA approval in quarter four, calendar year 2023 or quarter one 2024. We have a very clear pathway on how we get to break even. We know what our numbers are. We know what our customers need to be confident and comfortable with executing wheezo and the remote patient monitoring solution that our partners and we provide them with. We have the ability to be able to scale to meet that demand and grow accordingly.

We are in a very good position as an organization to take advantage of the opportunity that U.S. provides us with, and we're well-placed in the very near future to start commencing the execution of wheezo remote patient monitoring within some very large institutions across the U.S., and to then grow those numbers of institutions that are working with us and our RPM partners, Access Telehealth. With that, thank you very much for your attention, and I will hand back to Andrew.

Nicholas Smedley
Executive Chairman, Vitasora Health

Thanks, Marjan. I'll continue on from there. Just while we're talking about U.S. operations, Brad, if you're on the line, would you be able to just do a quick introduction of yourself, just for the shareholders that are online, just so they know who you are and can hear your voice?

Brad Snow
Independent Non-Executive Director, Vitasora Health

Hold on one second. Let me expand this. Yes. My name is Brad Snow, board of director for the last, I think, four or five months. My background consists of CEO of two startup companies. I've raised over $50 million in capital over the last three years. Been with eight startups. Ran a division in interventional pulmonology for a British company called BTG for a year and a half. Very familiar with the lung space and have pretty good relationships with the pulmonology communities. We've already been taking advantage of that with our medical advisory board and connections. I'm honored to have been appointed and looking forward to helping the company in any way I can here in the U.S.

Nicholas Smedley
Executive Chairman, Vitasora Health

Perfect. Thank you very much for that, Brad. As everyone knows, great to have you on board, and your contributions already have been fantastic and especially helping getting the quality of medical advisory board together that Marjan Mikel and yourself have delivered over the last few months, which we'll update the market accordingly in the near term have been fantastic. Now moving on to the formal parts of the business. We now move to formal resolutions. Each resolution will be voted on by poll. The persons entitled to vote on the poll are all shareholders, representatives, and attorneys of shareholders, proxy holders who hold a blue admission card.

The persons holding green voting cards are shareholders, representatives, and attorneys of shareholders and proxy holders who have already voted. The persons holding white voting cards are visitors and may not vote or ask questions. On the reverse of your blue admission card is your voting paper which details all resolutions being put to the poll. If you require any assistance, members of Computershare are here to assist you. Please raise your hand at any point if you require such assistance during the voting process. Proxies have been received from 115 shareholders, representing 131.7 million ordinary voting shares, approximately 16.4% of Respiri's issued capital. Strong turnout. Thank you very much for that.

Results of the polls will not be available until the close of the meeting and will be announced on the ASX post and posted on the company's website. I appoint our statutory auditor, Eddie Hu, as scrutineer to oversee the poll voting process. If you need to leave before the close of the meeting, please complete your blue voting card and give it to a registry representative as you exit the meeting. All shareholders and proxy holders may choose to vote on each resolution as they are put to the meeting or all resolutions at once. The first item of business is consideration of the financial statements and reports. The company financial statements for the year ended 30 June 2022, including the director's report and the report by the auditor, were provided to shareholders in the 2022 annual report.

Shareholders are now provided the opportunity to ask questions regarding the financial statements and reports, the options and management of the company, or questions to the auditor in respect to the audit, or the audit report. Mr. BJ Chan, representing the company's external auditor, RSM, is here today to respond to any questions in relation to the conduct of the audit and the preparation of the contents of the audit report. I now invite shareholders and proxy holders who are attending the meeting in person, if they have any questions or comments, please raise your blue or green card. I now move to resolution one, which is the adoption of the 2022 remuneration report. Details of the resolution and proxies received for this resolution are up on the screen.

I now invite shareholders and proxy holders who are attending the meeting in person, if they have any questions or comments, please raise your blue or green attendees cards. As with all questions from the floor today, please wait for the attendant to provide you with a microphone prior to asking your questions. Do we have any virtual questions?

Andrew Metcalfe
Company Secretary, Vitasora Health

Nothing.

Nicholas Smedley
Executive Chairman, Vitasora Health

As there are no virtual questions or questions from the floor, I now put the resolution on the screen to the meeting. I now call upon Andrew Metcalfe to chair the next resolution.

Andrew Metcalfe
Company Secretary, Vitasora Health

Thank you, Nicholas. With respect to resolution two, which is for the re-election of Nicholas Smedley as a director. Details of the resolution and the proxy votes are now on your screen. Now invite shareholders and proxy holders who are attending the meeting in person in Melbourne if they have any questions or comments, please raise your blue or green attendee card. No questions received from the floor. Any questions online? Nothing received online. I now put the resolution on the screen to the meeting. I pass this back to yourself, Nicholas.

Nicholas Smedley
Executive Chairman, Vitasora Health

Thank you very much. Resolution number 3, the election of Brad Snow as a director. I now move to the voting on the re-election of Mr. Brad Snow. Details of the proxies received for this resolution are up on screen. I now invite shareholders and proxy holders who are attending the meeting in person, if they have any questions or comments, please raise your blue or green attendee cards. If there are no questions from the floor, any questions from the virtual questions? As there are no further questions, I put the resolution on the screen to the meeting. Resolution 4A, ratify a prior issue of shares pursuant to the placement. I now move to a ratification of a prior issue of 37,155,556 shares pursuant to placement.

Details of the proxies received for the resolution are up on screen. Voting exclusions for this resolution are set out in the notice of the meeting. I now invite shareholders and proxy holders who are attending the meeting in person, if they have any questions or comments, please raise your blue or green attendee cards. Any questions from the floor?

Andrew Metcalfe
Company Secretary, Vitasora Health

No.

Nicholas Smedley
Executive Chairman, Vitasora Health

No questions from the floor. Any questions from virtually? No. As there are no further questions, I put the resolution on the screen to the meeting. Resolution 4B, ratification of prior issue of shares pursuant. I now move for the ratification of prior issue of 1,850,000 shares pursuant to debt conversion. Details of proxies received for this resolution are on screen. Voting exclusions for this resolution are set out in the notice of meeting. I now invite shareholders and proxy holders who are attending the meeting in person, if they have any questions or comments, please raise your blue or green attendee card. Do we have any virtual questions or questions from the floor?

Andrew Metcalfe
Company Secretary, Vitasora Health

No.

Nicholas Smedley
Executive Chairman, Vitasora Health

As there are no questions, I put the resolution on the screen to the meeting. Resolution 4C, ratify a prior issue of shares pursuant to placement. I now move to the ratification of a prior issue of 39,990,000 shares pursuant to placement. Details of the proxies received for this resolution are now up on screen. Voting exclusions for this resolution are set out in the notice of meeting. I now invite shareholders and proxy holders who are attending the meeting in person, if they have any questions or comments, please raise your blue or green attendee cards. If there are no questions from the floor or virtual?

Andrew Metcalfe
Company Secretary, Vitasora Health

No.

Nicholas Smedley
Executive Chairman, Vitasora Health

I now put the resolution on the screen to the meeting. I now call upon our Company Secretary, Andrew Metcalfe, to chair the next resolution.

Andrew Metcalfe
Company Secretary, Vitasora Health

Thank you, Nicholas. Resolution 5A is for the approval of an issue of 1,250,000 shares to Nicholas Smedley pursuant to a placement. Resolution is on your screen. Details of the proxy votes received for this resolution are on your screen. Voting exclusions for this resolution are as set out in the notice of meeting. I invite shareholders and proxy holders who are attending the meeting in person, if they have any questions or comments, please raise your blue or green attendee card. No questions and no questions virtually? No. Thank you. I now put the resolution on screen to the meeting, and thank you.

Nicholas Smedley
Executive Chairman, Vitasora Health

Thank you for that, Andrew. Resolution 5B, approval of issue of shares to Marjan Mikel pursuant to placement. I now move to approve the issue of 1,250,000 shares to Marjan Mikel pursuant to the placement. Details of proxies received for this resolution are up on screen. Voting exclusions for this resolution are set out in the notice of meeting. I now invite shareholders and proxy holders who are attending the meeting in person, if they have any questions or comments, please raise your blue or green attendee cards. If we have no questions from the floor or virtually?

Andrew Metcalfe
Company Secretary, Vitasora Health

No.

Nicholas Smedley
Executive Chairman, Vitasora Health

Great. I now put the resolution on the screen to the meeting. Resolution 6, approval of 10% placement capacity. I now seek approval of the 10% placement capacity permitted under Listing Rule 7.1A. Details of proxies received for this resolution are up on screen. Voting exclusions for this resolution are set out in the notice of meeting. I now invite shareholders and proxy holders who are attending the meeting in person, if they have any questions or comments, please raise your blue or green attendee card. If there are no questions from the floor or virtually?

Andrew Metcalfe
Company Secretary, Vitasora Health

No.

Nicholas Smedley
Executive Chairman, Vitasora Health

I now put the resolution on the screen to the meeting. Resolution seven, adopt a new constitution. I now seek approval for the constitution of the company to be repealed and replaced by the new constitution with effect at the close of this meeting. Details of the proxies received for this resolution are up on the screen. Voting exclusions for this resolution are set out in the notice of meeting. I now invite shareholders and proxy holders who are attending the meeting in person, if they have any questions or comments, please raise your blue or green attendee card. If there are no questions from the floor or virtually? I now put the resolution on the screen to the meeting. Well, thank you ladies and gentlemen. As there are no further questions, that completes the discussion on the formal business of the meeting.

I will close the voting in approximately one minute. Please ensure your votes are now recorded according to your wishes. Please raise your hand in the room if you need any more time to complete your voting cards. I now declare the poll closed. I ask Computershare representatives to collect the polling cards. For those of you on the webcast, there'll be a short pause while votes are collected.

Andrew Metcalfe
Company Secretary, Vitasora Health

That's been completed, Nicholas.

Nicholas Smedley
Executive Chairman, Vitasora Health

Thank you, Andrew. Thank you, ladies and gentlemen. There are no further business to be conducted. The results of the poll voting will be announced to the ASX as soon as possible after this meeting, and will also be posted on the company's website. I now declare the meeting closed and in doing so, thank you for your attendance today. To shareholders and proxy holders who are attending virtually, we thank you for your attendance today, and we now close the webcast. We invite shareholders and their representatives who are attending in person to join the board and senior management now to light refreshments in the room adjacent to the near auditorium. Thank you very much.

Andrew Metcalfe
Company Secretary, Vitasora Health

Thank you, Nicholas. We'll close the meeting now. Thank you, everyone.

Powered by