Knight Therapeutics Inc. (TSX:GUD)
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May 8, 2026, 4:00 PM EST
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AGM 2026

May 6, 2026

Operator

Hello and welcome. You are joining Knight Therapeutics Annual General Meeting. Please note that today's meeting is being recorded. During the meeting, we'll have a question and answer session. You can submit questions or comments at any time by clicking the message icon. We will only respond to questions pertaining to the business of this meeting. Other questions will be responded to at a later date. I would now like to turn today's meeting over to Jonathan Goodman, chairman of the meeting.

Jonathan Goodman
Executive Chairman, Knight Therapeutics

Good morning, ladies and gentlemen. Welcome to Knight Therapeutics Annual Meeting of Shareholders. Once again, this year, we have chosen to hold the meeting via live audio webcast. My name is Jonathan Goodman, Executive Chair of Knight Therapeutics, and I will chair today's meeting. Also with me on the call is Samira Sakhia, our President and Chief Executive Officer, and Amélie Doyon, our external counsel. Samira will act as secretary of today's meeting. Charles Moussalem and Alain Dion of Computershare Investor Services will be acting as scrutineers for this meeting. We believe that this format encourages broader participation from shareholders, regardless of their geographic location, and provides all shareholders with an equal opportunity to engage in the meeting. We remain committed to encouraging and promoting shareholder participation and facilitating the exercise by all shareholders of their rights to vote, attend, and participate in the meeting.

Our agenda today is straightforward. First, we will conduct the formal part of the meeting. Following the formal part of the meeting, Samira will make a few remarks. Finally, we will do our best to answer any questions you may have. Questions, objections, proposals, and comments may be provided by registered shareholders or their duly appointed proxy holders through the question box identified by the message icon on the top right portion of your screen. To respond, our external counsel will read the questions aloud, and either I or Samira will respond. Please note that we will only be taking questions today from shareholders of Knight. I will now call the meeting to order and ask the secretary to confirm delivery of notice of this meeting and to report on all the number of shares present by webcast or by proxy.

Samira Sakhia
President and CEO, Knight Therapeutics

Mr. Chair, notice of this meeting was mailed to the shareholders on or before April 9, 2026. The scrutineers have advised me that we have at least two shareholders represented at this meeting, either via the webcast or by proxy, representing 72,127,287 shares. The shares represented at this meeting carry in aggregate 73.56% of the total outstanding shares eligible to vote at this meeting.

Jonathan Goodman
Executive Chairman, Knight Therapeutics

Thank you, Samira. Therefore, I declare this that in accordance with Knight's bylaws, sufficient shareholders are present, either via webcast or by proxy, to constitute a duly convened annual meeting of shareholders of Knight Therapeutics. We will conduct the voting on all matters to be considered at this meeting by ballot through the facilities of the webcast. If you have already submitted your vote prior to this meeting and do not wish to change it, no further action is required. The ballot will be open for voting on all resolutions at the same time. This will allow you to choose to vote on each resolution immediately or wait until the conclusion of discussion on each resolution prior to casting your vote. There will be an opportunity to ask questions on each resolution in turn.

In addition, due to the nature of this forum, I will call each motion, and the secretary will second the motions. The voting is now open. All registered holders and duly appointed proxy holders may cast your votes now through the webcast platform by clicking your desired selection. In order to vote on all matters coming before this meeting, please use the Vote button on the right side of the screen on the webcast platform. Once discussion on all items of business has concluded, I will give you time to enter your votes and then declare voting closed on all resolutions. The results of the votes will be published following the meeting in accordance with the rules of the TSX. I will now table the minutes of the annual meeting of shareholders of Knight Therapeutics held on May 7th, 2025.

I'm a shareholder of Knight Therapeutics, and I move that the secretary be dispensed from reading the minutes of the May 7th, 2025 annual shareholder meeting.

Samira Sakhia
President and CEO, Knight Therapeutics

Mr. Chair, I am a shareholder of Knight Therapeutics, and I second the motion.

Jonathan Goodman
Executive Chairman, Knight Therapeutics

Thank you, Samira. The motion has passed. I will now table the consolidated financial statements of the corporation for the fiscal year ended December 31st, 2025, and report thereon of Ernst & Young LLP, auditors of the corporation. I'm a shareholder of Knight Therapeutics. I move that the secretary be dispensed from reading the auditor's report.

Samira Sakhia
President and CEO, Knight Therapeutics

Mr. Chair, I am a shareholder of Knight Therapeutics, and I second the motion.

Jonathan Goodman
Executive Chairman, Knight Therapeutics

Thank you, Samira. The motion has passed. I will now introduce the directors of Knight Therapeutics proposed for reelection for the ensuing year. The directors of Knight Therapeutics proposed for reelection are Jonathan Ross Goodman, James C. Gale, Samira Sakhia, Robert N. Lande, Michael Tremblay, Nicolás Sujoy, and Janice Murray. As I mentioned earlier, to facilitate the logistics of this meeting, I'll present the motions for the items of the business proposed by management, and Samira will second.

I am a shareholder of Knight Therapeutics, and I move the following persons be nominated directors of Knight Therapeutics for the ensuing year. Jonathan Ross Goodman, James C. Gale, Samira Sakhia, Robert Lande, Michael Tremblay, Nicolás Sujoy, Janice Murray. I will now ask Samira to second the motion.

Samira Sakhia
President and CEO, Knight Therapeutics

Mr. Chair, I am a shareholder of Knight Therapeutics, and I second the motion.

Jonathan Goodman
Executive Chairman, Knight Therapeutics

Thank you, Samira. Are there any comments, questions, or additional nominations?

Amélie Doyon
External Counsel, Knight Therapeutics

Mr. Chair, we don't have any questions or comments on this item of business.

Jonathan Goodman
Executive Chairman, Knight Therapeutics

Receiving none, please proceed to cast your votes if you have not already done so. We will move to the next item of business. I will now present a motion to appoint auditors for ensuing year and to authorize the directors to fix the remuneration of the auditors. I move that Ernst & Young LLP be appointed as auditors for the 2026 fiscal year, and that the board of directors be authorized to fix their remuneration. I will now ask Samira to second the motion.

Samira Sakhia
President and CEO, Knight Therapeutics

I second the motion.

Jonathan Goodman
Executive Chairman, Knight Therapeutics

Thank you, Samira. Are there any comments or questions? As a reminder, comments, questions or additional nominations can be provided by shareholders through the Q&A button on the top right portion of the webcast platform.

Amélie Doyon
External Counsel, Knight Therapeutics

Mr. Chair, we don't have any questions or comments on this item.

Jonathan Goodman
Executive Chairman, Knight Therapeutics

This being the last item in the former portion of the meeting, I will pause now to allow any registered shareholders and duly appointed proxy holders who have not already done so, cast their votes on this resolution and on any other items of business brought before the meeting through the webcast platform by clicking their desired selection. Thank you. The voting is now closed. Based on proxies received, the votes casting at the meeting, I declare each nominee for election as director elected as directors of Knight Therapeutics to hold office until the next annual election of directors, or until their successors are elected or appointed auditors for the ensuing year. The directors authorized to fix the remuneration of the auditors are declared each other motion carried.

We will now move to the next portion of our meeting, where Samira will provide more information on the events of 2025.

Samira Sakhia
President and CEO, Knight Therapeutics

Thank you, Jonathan. Before turning to the presentation, I would like to say that we have delivered 12 years of consecutive higher record revenue since the inception of Knight. In 2025, we delivered record revenues of CAD 452 million, record adjusted EBITDA of CAD 73 million, and record cash flow from operations of CAD 69 million. Our 2025 revenues grew by CAD 87 million or 24% compared to the prior year. This increase was driven by our promoter products as well as the incremental revenues from Paladin and the Sumitomo portfolios, which included four growth products: XCOPRI, ORGOVYX, MYFEMBREE, and Envarsus. In 2025, we delivered record results while making a difference in the lives of 250,000 patients throughout our territories. As you know, Knight is focused on acquiring or in-licensing innovative pharmaceutical products for Canada and Latin America.

We have raised CAD 685 million since our founding, all at escalating valuations. In 2019, we had a transformative acquisition with the acquisition of Grupo Biotoscana, a pharmaceutical company with presence across Latin America. In 2025, we closed the acquisition of Paladin and Sumitomo. Today, we have over 150 products with over 20 partners, and our revenues have grown over five years at a cumulative annual growth rate of 17%, and our adjusted EBITDA has grown at 34% over the same five-year period. We have an amazing platform, and we have been growing it consistently. We recorded revenues of CAD 452 million in 2025, a growth of 24% over the prior year. Adjusted EBITDA was CAD 73 million, a growth of 26% over the prior year.

We ended the year with CAD 95 million of cash and marketable securities with CAD 68 million of debt. In the last five years, we've entered into 16 agreements for over 65 products. We have a product portfolio and pipeline that is expected to generate an additional CAD 200 million of sales, and we have the ability to continue to grow and acquire with facilities allowing us to access CAD 240 million. We are positioned for our next phase of growth. Knight's strategies are really about focusing on late-stage development. We enter into license agreements with products that have completed phase III. The most promising products are those that are approved in another region, like the U.S. or Europe. We take care of all of the regulatory approvals for our territories.

We take care of all of the pricing and reimbursement, the market access component, and then we are responsible for the sales and marketing and continue to grow those products. We in-license late-stage pharmaceutical products. We acquire mature and underpromoted products from Big Pharma. We develop near-term, low-risk, low-expense products. In Latin America, this is really our branded generics business, where we are able to develop these products and get a very quick return. We are obviously also doing acquisition of companies or portfolios of companies that complement our existing business. Today, our footprint is across 11 countries. We have over 800 employees with 150 products and a pipeline of over 25 products that is either in under review, early launch, or headed towards submission.

Today, as you will see in the for year-end 2025, our Canadian business represented 19%. If you look at Q4, where our Canadian business is a full quarter, you'll see that it is growing rapidly. As we look forward over the next two years, Canada will be in a race for number one with Brazil, and what we will see is that our entire global business will be balanced between two very large markets, Brazil, Canada, and then the rest of Latin America. Going into the two transactions, both of these transactions added over 45 products and over CAD 80 million in annual sales. We acquired Paladin as an asset purchase agreement. The purchase price was just CAD 93 million with CAD 23 million for inventory and potential contingent milestones of $15 million.

What I have to say is if Knight has to pay that extra CAD 15 million, we're actually performing much better than our expectations on certain brands. The portfolio that we acquired was generating about CAD 70 million in 2024. It was 40 products. It was mostly a portfolio of mature cash flow generating assets, some certain in-licensed products. What was interesting was that the promoted portfolio included assets in neurology, which is an area of therapeutic area that Knight is focused on, as well as certain hospital products. The most relevant or earliest launch is XCOPRI, which is for the treatment of epilepsy, which we relaunched in September or October of last year, and it continues to do really well.

We also have a pipeline product, WYNZORA, which we plan to launch later this year. If I look at the second half performance, what we have done as part of this acquisition is we did reduce the headcount of the company by 30%. We have grown XCOPRI in the second half by 182%, and we did obtain approval for WYNZORA. Sumitomo was a much smaller transaction, but a really a gross transaction. It included three pipeline products, MYFEMBREE, ORGOVYX, and GEMTESA. MYFEMBREE and ORGOVYX were very early in their launch, and GEMTESA is a product that we expect to submit later this year. This was also, it also included an asset purchase of a small number of mature products.

The payment for this was CAD 25.4 million with contingent consideration of CAD 15.75 million. This portfolio generated CAD 11 million on a trailing twelve month basis, and as I mentioned, the six products include newly launched products, a pipeline asset, as well as certain mature assets. If I look at how we've done with these products in the second half of 2025, MYFEMBREE grew by 27% post our acquisition, and ORGOVYX grew by 117% post our acquisition. One of the things that makes Knight unique is that we operate in the, in Canada and Latin America. The reason why that's interesting is that this market these markets actually represent 6% of the global pharma market.

If you look at each of these markets, Brazil in dollars is actually larger than the Canadian market because it's about $40 million, whereas Canada's CAD 47 million. These are very interesting, fast-growing markets. This is what allows us, Knight, to be able to have access to more opportunities and be flexible with our partner on which territories to license and the complexity of all of these markets together is something that we can manage on behalf of our partner. Looking at our portfolio, what you will see is that we have a very diversified portfolio in multiple therapeutic areas. We are extremely strong in oncology and hematology. We have a growing franchise in neurology. We have an infectious disease, and this is really much more a hospital selling expertise.

We also have other specialty, and this is really where we will license for certain geographies where we think that we can do really well, but that makes sense for that country. If you look at the Canadian market, we have a very strong franchise in women's health, and we look to continue to grow there. If you look at our partners, we are partnered with the biggest of Big Pharma. We're also partnered with very small one-product companies. In addition, we are also partnered with companies that are specialists in very important categories. If you look at a company like Collegium, if you look at a company like Paladin or Incyte, they are known for building their technologies, and we are their partner for our territories. If I look at where we are headed, we have a proven business model that provides excellent growth opportunities.

In the last two years, we've had 13 launches. These launches, the products that have been launched so far in 2024 and 2025, we expect those products to achieve peak sales of at least CAD 100 million. We expect to have 10 launches this year across Canada and Latin America. If I look at the launches that we plan for 2026 through 2028, these products too, we expect to have peak sales of at least CAD 100 million.

On top of all of that, the continued contribution or the full year contribution from the Paladin and Sumitomo transactions will also round out the growth in this year. As I mentioned earlier, we have been growing at a rapid rate and have had a cumulative annual growth rate of 17% and have been reporting record revenues every single year with over CAD 450 million in 2025. For 2026, we have guided to CAD 490 million-CAD 510 million. Once again, another record. If I look at our our EBITDA and our cash flows, what I'm really proud to say is that we have been continuing to build on our EBITDA. Once again, we reported a record EBITDA in 2025, and we are guiding to 15% of adjusted revenues for 2026 EBITDA guidance.

Again, this will be a record. What I'm really proud of is that we have had the financial discipline to continue not just to grow revenues and EBITDA, but to ensure that we are a cash flow generating company. We have been able to bring down our debt very rapidly, and we are continuing to build strong cash flows to be able to continue on our strategy. Just looking at that balance sheet, we reported at December CAD 95 million of cash and marketable securities, CAD 98 million of financial assets, and just under CAD 70 million of debt. This is almost CAD 30 million has already been paid off on the debt that we had from the Paladin acquisition.

Our debt-to-EBITDA ratio on our trailing 12 months basis is now under one. We continue to have cash available to execute or credit available to execute on our strategy of acquisition and in-licensing. One of the other things that we are really proud of is the utilization of our cash, the capital allocation. As I mentioned earlier, we've raised over CAD 685 million. We have expended a lot of that on our product acquisitions, the acquisition of Biotoscana, the acquisitions of Paladin and Sumitomo, the acquisition of Exelon, and multiple in-licensing transactions. On top of that, we've invested over CAD 200 million in our NCIB and have acquired almost a third of our shares outstanding.

Today, our market cap sits at CAD 737 million, which represents an adjusted enterprise value of just over CAD 600 million. We have less than 100 million shares outstanding, adjusted EBITDA of CAD 73 million. Insider holding continues to rise at 23.5%. We have 6.9 million of shares outstanding. We have a great management team with a lot of experience in Canada and across multiple territories with myself, Amal Khouri, our Chief Business Officer, who started her career at Paladin, went on to Novartis Global BD, was Jonathan's first hire when Knight was launched and has been the key component of all of the transactions that we've had over the last 12 years.

Arvind, our CFO, again, very strong accountant from EY, also was at Paladin and has been leading multiple working with Amal closely, but also managing our treasury functions. Susan, our former, our current Global VP of HR, former VP of HR at Paladin, really strong knowledge of the type of people we want at our organization and building that culture of entrepreneurial management, opportunistic, and ensuring that we're really getting things done. Monica is our VP of Regulatory based in São Paulo. She's had a long career across Latin America with multiple product launches across LatAm and leads the team in South America and here. Leopoldo has had our VP of Manufacturing, great experience leading manufacturing in pharmaceuticals in South America. Henrique Dias, our VP of Marketing, long career in Brazil and in global roles at Big Pharma.

Melanie comes to us with a lot of experience in business planning, scientific affairs, coming from Sanofi. We also have a great board with Jonathan and myself. We have Jim Gale and Robert Lande, who are both former board members of Paladin. Mike Tremblay, who is a former president of Astellas, Canada, with very strong experience in Canada with AmBisome, which is one of our largest products in Brazil. He also has experience Astellas was very strong in transplant, which is where we have Envarsus in Canada, and he's really supporting our team. Janice Murray, who is former president of Novartis Canada and former CFO of Novartis LatAm and Canada, again, really strong knowledge of our market, our business.

Nicolás Sujoy, who is former director of former director at Advent and was a director of Biotoscana prior to the acquisition. Lot of knowledge of the LatAm markets and continues to support our team. If I look forward as to what we do, we grow our existing products, we deliver on new launches and pipelines, and we add new products to the portfolio. This is our business. This is what we do all day, every day, and we will continue to do that. If you look at how we've executed over the last two years, we've added over 50 new products for multiple territories. We've had multiple submissions across multiple territories. We've had multiple approvals across multiple territories, and we've had multiple launches across multiple territories.

We will continue to do this over and over again every single day, and we have been doing this, and this is what you are seeing as we look to the growth in our top line, the growth that's gonna come from that pipeline and continuing to build our business. Why Knight? We are the only scaled pharma platform that spans Canada and Latin America. We have an amazing management team with a lot of experience and a proven track record with the ability to execute. We have strong revenue with growth potential with the current acquisitions, with the pipeline and the launches and the team continuing to do more of that. This pipeline is expected to provide over CAD 200 million in peak sales.

We have a strong financial position with access to significant capital, and we generate good cash flows to continue to build on that, and we continue to trade at attractive valuations versus our peers. What I'm really proud of is that the Knight team has built a profitable and growing business through strong execution of our Pan-American ex-U.S. strategy. We have successfully in-licensed and acquired multiple innovative and mature products, moved them through regulatory approval across multiple markets, and launched them effectively across our territories. Our results reflect that execution. Over the past two years, we've completed more than 15 product launches and added meaningful revenues for mature cash-generating products acquired last year. We remain highly focused on continuing to execute on this strategy, and we're well positioned to continue to drive sustainable growth, cash flow, and long-term value. That concludes my comments for today.

Thank you for joining our AGM.

Jonathan Goodman
Executive Chairman, Knight Therapeutics

Thank you, Samira. We will be pleased to answer your questions from shareholders and duly appointed proxy holders. As a reminder, comments, questions, or additional nominations can be provided by shareholders through the Q&A button on the top right portion of the webcast platform.

Amélie Doyon
External Counsel, Knight Therapeutics

Mr. Chair, there are no questions or comments.

Jonathan Goodman
Executive Chairman, Knight Therapeutics

As there are no further questions at this time, I will now ask Samira for a motion to terminate the meeting.

Samira Sakhia
President and CEO, Knight Therapeutics

I move that the meeting be terminated.

Jonathan Goodman
Executive Chairman, Knight Therapeutics

Thank you, Samira. I will second the motion. Unless there are any objections, we will consider the motion carried.

Amélie Doyon
External Counsel, Knight Therapeutics

Mr. Chair, there is no objection.

Jonathan Goodman
Executive Chairman, Knight Therapeutics

I declare the motion carried and the meeting terminated. As there are no further questions, thank you again for your interest and ongoing support and for taking the time to join us today. Have a good day, good day.

Operator

This concludes the meeting. You may now disconnect.

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