AGM 2021

Jul 22, 2021

Welcome to the 2021 Annual General Meeting of Malin Corporation Plc. My name is Jordan, and I'll be coordinating your call this morning. I'll now hand over to your host, Mr. Liam Daniel, Chair of Malin Corporation Plc to begin. Please go ahead, Mr. Daniel. Thank you, Jordan. Good morning, ladies and gentlemen. My name is Liam Daniel, Chair of Mallin Corporation Plc, and I would also like to welcome you to the company's 2021 Annual General Meeting. As Chair, I wish to emphasize at the onset that the company considers the health and well-being of employees, shareholders and other stakeholders as a top priority. And I can confirm that this meeting is being conducted in accordance with current government COVID-nineteen guidelines. On that note, I would like to welcome those shareholders who are joining us by teleconference in lieu of physically attending this year's AGM, and I look forward to seeing you in person next year. We have passed 10 a. M, which is the meeting time, and I confirm that we have a quorum. I therefore declare the meeting open. I'm joined here in the company's registered office and on conference lines by Dara Lyons, Chief Executive Officer Fiona Del Levy, Company Secretary Patrick Jennings, our Chief Financial Officers and by other members of our Board, Luke Corning, Jean Michel Cosoly, Kirsten Dreher and Ruby Morell. In addition, we're joined on the line by our statutory auditor, legal representatives and the company registrar. Before we proceed to deal with the formal business of the meeting, I will say a few words, following which I will then invite Daryl Lyons, CEO, to give a business update. In the notice of the AGM issued to shareholders on the 22nd June, we provided a means by which any shareholder could submit questions ahead of the AGM. As it happens, we did not receive any questions, and therefore, there are no shareholder questions to deal with during this meeting. Despite the restrictions and challenges posed by COVID-nineteen throughout the past 18 months, the company's governance framework and working arrangements have adapted effectively and efficiently to allow us all to work safely, seamlessly and with minimal disruption. Ahead of last year's AGM, we welcomed 3 additions to our Board, Dara Lines, Doctor. Kerstin Draher and Luke Corning. I wish to acknowledge the valuable contribution they each have made since their appointment, each bringing their individual experience and expertise to board and committee deliberations. On behalf of the board, I wish to acknowledge the work of Dara and the management team in executing on the company's strategy of maximizing value within our investee companies. And we've seen the fruits of this labor already in 2021 in the successful divestments of TimeAb and Alton Pharma. Maintaining a lean and efficient corporate infrastructure that strikes the right balance between structure and flexibility has been a focus of the Board, and this discipline is reflected in the year on year reduction in cash operating expenses. At an investee company level, I'm impressed by the resilience and determination shown by the leadership teams across our investee companies as they've had to adapt their operations to exceptional circumstances. While the pandemic has had some impact, in particular on clinical trial time lines, I'm pleased to report that the overall impact of Mallin and its investee companies has not been significant. Indeed, the past year saw the achievement of significant clinical progress and validation across Malen's investee companies, both notably in the case of Tiamab and ImmunoCor. We've already seen evidence of that clinical progress translating to meaningful value generation in 2021 with the sale of Kymab to Sanofi and Immunacor's successful IPO on the NASDAQ market. As a board, we're committed to seeking to maximize value for our shareholders, and we'll continue to apply that lens in evaluating all options generated within our investee companies. We were pleased to be in a position to announce the successful sale of Tanab to Sanofi and Alton Pharma to Etipharm at premiums to their escalated fair values, providing sufficient capital to fully repay the EIB debt and positioning the company to deliver returns to shareholders in the second half of this year following completion of the Alton transaction. I wish to thank our shareholders for their ongoing support, and I look forward to communicating with you further in this year as we seek to deliver upon our commitment of returning capital to shareholders. I'm now going to hand over to Daryl Eynes, our Chief Executive Officer. Thanks, Liam. Despite the universally challenging year, I am pleased to report that the period since our last AGM has seen significant positive progress across our investee companies. In the case of Immunacor, following the release of impressive Phase 3 data in its lead program for the treatment of metastatic uveen melanoma, a therapy that we expect to achieve market approval in the coming months, the company successfully completed an upsized Nasdaq IPO and concurrent private placement earlier this year, raising gross proceeds of $312,000,000 This capital should support the company's extensive clinical pipeline through several important clinical milestones in the years ahead. The Phase III data is significant not only in its potential to support a product approval and contribute meaningful revenues to ImmunoCore in the years ahead, but also in validating its pioneering T cell receptor technology platform, thereby derisking its extensive clinical pipeline in oncology and infectious diseases. In the past year, Poseida has progressed their Phase II study of their autologous CAR T program targeting BCMA, while continuing to seek to optimize the therapy's efficacy in the Phase I expansion study. POSEADA has overcame the challenge of an unfortunate patient death early in its metastatic castrate resistant prostate cancer autologous CAR T therapy study. The company has now recommenced dosing patients and has released data demonstrating encouraging early data at a low dose of the therapy. They have also advanced the universal donor or allogeneic version of their BCMA targeting product candidate through preclinical work with the aim of dosing the first patient in the coming months. Another allogeneic program targeting a solid tumor antigen, NUC1C, will also enter the clinic later this year or early next year. Although Poseida's share price since its IPO in July 2020 has been disappointing, we remain convinced that Poseida's technology Poseidus technology platform can deliver meaningful and differentiated clinical outcomes in both gene and cell therapies. In the case of BioMed, excellent top line data in all Phase III studies of atezolcanazole in ORBBC, an unmet need in women's health should support an FDA approval for the product in the coming months. Qimab's impressive data in its Phase IIa clinical study of its anti OX40 ligand in atopic dermatitis ultimately led to the successful sale of the company to Sanofi in April of this year, delivering upfront net proceeds to Malin of €95,000,000 We look forward to further progress from our assets in the coming months, including data from Poseida's clinical programs, cytologous CAR T therapy in the treatment of multiple myeloma, which is in Phase II. And it's Phase I study in metastatic castrate resistant prostate cancer, in addition to progressing its next generation allogeneic technologies to IND in the coming months. Gaining proof of concept data in ImmunoCo's proprietary PRAME on Genentech partner, -four clinical programs for the treatment of solid tumors and in the application of the company's pioneering TCR technology in infectious disease, where the company has advanced its 1st product candidate into a Phase III clinical trial in chronic hepatitis B virus patients. And FDA approval for BioMed's BT1161 or tezocanizole in RVBC, initiating cash inflows for Malen based on milestones and royalties resulting from the structured transaction completed by Mycovia or with Mycovia in 2018. We've worked over the past few years to improve the operations pipeline and geographic reach of our subsidiary company, Altam Pharma, to optimally position it for company sale. We were, therefore, pleased to recently announce the sale of Altam to Eddy Pharm in a transaction, which upon close will deliver net proceeds to Malin at approximately €68,000,000 and near 100% return on our investments in Alton in 2015. We are on track to close this transaction in the months ahead once competition authority filings have been completed. The fair value of our assets estimated in accordance with international private equity and venture capital valuation guidelines was €449,000,000 at March 2021. Adjusting for net debt, this translates to an estimated intrinsic value per share of approximately €9.32 While the gap between the share price and intrinsic value has narrowed in recent months, our commitment to return capital to shareholders as we monetize our assets will ultimately underpin shareholder returns. We continue to exercise financial prudence in managing our capital positions and operations within a lean infrastructure. Proceeds generated from the sale of Kymab allowed us to fully repay the company's EIB debt. And as we previously announced, we expect to make a significant return on capital to shareholders during the second half of twenty twenty one following the close of the Alton Company sale. We remain focused on maximizing returns to shareholders by ensuring that our investee companies have reached optimal value inflection points before considering monetizing positions. We were delighted to report the sale of Qimab and AltaNet significant premiums to our fair value estimates, having worked closely with both companies in the past few years to achieve their full value potential. We look forward to building upon the positive first half of the year and look ahead with confidence as upcoming milestones within our university companies and fulfilling our commitment to deliver returns to our shareholders. I'll now hand back to Liam. Thanks, Dara. I will now turn to the formal business of the meeting. The notice of the AGM was circulated to registered shareholders and published on the company's website on the 22nd June 2021. Accordingly, I will take the notice as read. The notice of the AGM contains details of each of the resolutions being put forward for a vote at today's meeting. Resolutions 1 to 6 are ordinary resolutions, which in order to be passed must be approved by of those members present in voting either in person or by proxy. Those ordinary resolutions are identified as such in the notice of the meeting. Resolutions 7, 8 and 9 are special resolutions, which in order to be passed must be approved by a majority, if not less than 75 percent, of those members present in voting either in person or by proxy. Those special resolutions are also identified as such in the notice of the AGM. I now propose that each of the resolutions described in the notice of the AGM is put to a vote. In accordance with the company's constitution, as chair, I hereby demand voting by poll on each of the resolutions. On a poll, every member has one vote for every share carrying voting rights of which that member is the holder. Any votes submitted by proxy by the proxy voting deadline set out in the notice of meeting will be included in the poll. Where proxy votes have been submitted, giving me as chair discretion to vote, I will vote in favor of the resolutions. I therefore now request that Computershare commence the poll and following completion, deliver the results to me. The results of the poll will be published on the company's website, www.mallenplc.com and via the regulatory news service as soon as possible following the meeting. That concludes the formal business of the meeting. And in concluding today's meeting, I would like to pay this opportunity to thank Malen's employees for their hard work and education and my fellow board members for their commitment, contribution and support to the company and to me personally. Finally, I wish to thank you, our shareholders, for joining today's Annual General Meeting. I hope you and your families stay safe and well. This now concludes the Annual General Meeting. I therefore declare the meeting and the poll closed. Thank you, and good morning. Ladies and gentlemen, this concludes today's call. Thank you for joining. You may now disconnect your lines.