AVITA Therapeutics, Inc. (NASDAQ: RCEL, ASX: AVH)
(
Company), a regenerative medicine company that is
developing and commercializing a technology platform that enables
point-of-care autologous skin restoration for multiple unmet needs,
is pleased to announce the results of its 2020 Annual Meeting of
Shareholders that was held virtually today, being Monday, November
9, 2020 (Valencia, California) / Tuesday, November 10, 2020
(Melbourne, Australia).
Election of Directors: All
five directors named in the Company’s proxy statement were
re-elected to serve on the Company’s Board of Directors: Louis
Panaccio, Chair; Dr. Michael Perry, Executive Director and CEO;
Professor Suzanne Crowe, Director; Louis Drapeau, Director; and
Jeremy Curnock Cook, Director.
Appointment of Independent Auditors:
Shareholders approved the ratification of Grant Thornton LLP as the
Company’s independent registered public accounting firm for the
fiscal year ending June 30, 2021, as described in the proxy
statement.
2020 Omnibus Incentive Plan: Shareholders
approved (a) the adoption of the Company’s 2020 Omnibus Incentive
Plan (the Plan), the terms of which are summarized
in the proxy statement; and (b) for the purposes of ASX Listing
Rule 7.2 Exception 13(b) and for all other purposes, the issue of
equity securities in the Company under and subject to the terms of
the Plan for three years commencing on the date of approval of the
Plan by the Company’s shareholders.
Maximum Aggregate Annual Cash Pool for Non-Executive
Directors: Shareholders approved the increase in the
maximum aggregate annual cash fee pool from which non-executive
directors of the Company may be paid for their service as a member
of the board of directors of the Company from A$450,000 per annum
to US$600,000 per annum.
Issue of Securities to Mr. Louis Panaccio:
Shareholders approved the issue of shares of common stock or CHESS
Depositary Interests in the Company to Mr. Louis Panaccio (or his
nominee) up to a value of US$8,333 in each fiscal year during the
three year period from the date of the Annual Meeting of
Shareholders under the Plan, in lieu of the equivalent amount of
directors fees otherwise payable to him by the Company, on the
terms and conditions as set out in the proxy statement.
Issue of Securities to Professor
Suzanne Crowe: Shareholders approved the issue of shares
of common stock or CHESS Depositary Interests in the Company to
Professor Suzanne Crowe (or her nominee) up to a value of US$8,333
in each fiscal year during the three year period from the date of
the Annual Meeting of Shareholders under Plan, in lieu of the
equivalent amount of directors fees otherwise payable to her by the
Company, on the terms and conditions as set out in the proxy
statement.
Issue of Securities to Mr. Louis Drapeau:
Shareholders approved the issue of shares of common stock or CHESS
Depositary Interests in the Company to Mr. Louis Drapeau (or his
nominee) up to a value of US$8,333 in each fiscal year during the
three year period from the date of the Annual Meeting of
Shareholders under the Plan, in lieu of the equivalent amount of
directors fees otherwise payable to him by the Company, on the
terms and conditions as set out in the proxy statement.
Issue of Securities to Mr. Jeremy
Curnock Cook: Shareholders approved the issue of shares of
common stock or CHESS Depositary Interests in the Company to Mr.
Jeremy Curnock Cook (or his nominee) up to a value of US$8,333 in
each fiscal year during the three year period from the date of the
Annual Meeting of Shareholders under the Plan, in lieu of the
equivalent amount of directors fees otherwise payable to him by the
Company, on the terms and conditions as set out in the proxy
statement.
Advisory Vote to Approve Compensation of Named Executive
Officers: Shareholders voted in favour of the non-binding
advisory vote to approve the compensation of the Company’s named
executive officers.
Advisory Vote to Approve the Frequency of Future
Advisory Votes: In relation to the non-binding
advisory vote to approve the frequency of future advisory votes to
approve executive compensation, shareholders voted in favour of
future advisory votes being held every one year.
Dr. Michael Perry, Chief Executive Officer, commented, “We are
pleased the shareholders of AVITA Therapeutics, Inc. have shown
their confidence with the Board of Directors by electing them to
serve for another year. The executive team and employees of the
Company will continue to execute on our strategies of enrolling
subjects in our clinical trials, exploring indications in other
adjacencies, and ramping our revenues for the use of RECELL® in
burns.”
The final votes have been reported in a Form 8-K that was filed
with the Securities and Exchange Commission earlier today. The
filing can be found on the Company’s website at
https://ir.avitamedical.com/financials/sec-filings.
The voting results of the Annual Meeting of Shareholders for the
purposes of ASX Listing Rule 3.13.2 are attached to this
announcement.
Authorized for release by the Chief Executive Officer of AVITA
Therapeutics, Inc.
ABOUT AVITA THERAPEUTICS, INC.
AVITA Therapeutics is a regenerative medicine company with a
technology platform positioned to address unmet medical needs in
burns, chronic wounds, and aesthetics indications. AVITA
Therapeutics’ patented and proprietary collection and application
technology provides innovative treatment solutions derived from the
regenerative properties of a patient’s own skin. The medical
devices work by preparing a RES® REGENERATIVE EPIDERMAL SUSPENSION,
an autologous suspension comprised of the patient’s skin cells
necessary to regenerate natural healthy epidermis. This autologous
suspension is then sprayed onto the areas of the patient requiring
treatment.
AVITA Therapeutics’ first U.S. product, the RECELL® System, was
approved by the U.S. Food and Drug Administration (FDA) in
September 2018. The RECELL System is indicated for use in the
treatment of acute thermal burns in patients 18 years and older.
The RECELL System is used to prepare Spray-On Skin™ Cells using a
small amount of a patient’s own skin, providing a new way to treat
severe burns, while significantly reducing the amount of donor skin
required. The RECELL System is designed to be used at the point of
care alone or in combination with autografts depending on the depth
of the burn injury. Compelling data from randomized, controlled
clinical trials conducted at major U.S. burn centers and real-world
use in more than 8,000 patients globally, reinforce that the RECELL
System is a significant advancement over the current standard of
care for burn patients and offers benefits in clinical outcomes and
cost savings. Healthcare professionals should read the INSTRUCTIONS
FOR USE - RECELL® Autologous Cell Harvesting Device
(https://recellsystem.com/) for a full description of indications
for use and important safety information including
contraindications, warnings and precautions.
In international markets, our products are marketed under the
RECELL System brand to promote skin healing in a wide range of
applications including burns, chronic wounds and aesthetics. The
RECELL System is TGA-registered in Australia and received CE-mark
approval in Europe.
To learn more, visit www.avitamedical.com.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING
STATEMENTS
This announcement includes forward-looking statements. These
forward-looking statements generally can be identified by the use
of words such as “anticipate,” “expect,” “intend,” “could,” “may,”
“will,” “believe,” “estimate,” “look forward,” “forecast,” “goal,”
“target,” “project,” “continue,” “outlook,” “guidance,” “future,”
other words of similar meaning and the use of future dates.
Forward-looking statements in this announcement include, but are
not limited to, statements concerning, among other things, our
ongoing clinical trials and product development activities,
regulatory approval of our products, the potential for future
growth in our business, and our ability to achieve our key
strategic, operational and financial goal. Forward-looking
statements by their nature address matters that are, to different
degrees, uncertain. Each forward- looking statement contained in
this announcement is subject to risks and uncertainties that could
cause actual results to differ materially from those expressed or
implied by such statement. Applicable risks and uncertainties
include, among others, the timing of regulatory approvals of our
products; physician acceptance, endorsement, and use of our
products; failure to achieve the anticipated benefits from approval
of our products; the effect of regulatory actions; product
liability claims; risks associated with international operations
and expansion; and other business effects, including the effects of
industry, economic or political conditions outside of the company’s
control. Investors should not place considerable reliance on the
forward-looking statements contained in this announcement.
Investors are encouraged to read our publicly available filings for
a discussion of these and other risks and uncertainties. The
forward-looking statements in this announcement speak only as of
the date of this announcement, and we undertake no obligation to
update or revise any of these statements.
FOR FURTHER INFORMATION:
U.S. MediaSam Brown, Inc.Christy
CurranPhone +1 615 414 8668christycurran@sambrown.comO.U.S
MediaMonsoon CommunicationsRudi
MichelsonPhone +61 (0)3 9620 3333Mobile +61 (0)411 402
737rudim@monsoon.com.au |
Investors:Westwicke
PartnersCaroline CornerPhone +1 415 202
5678caroline.corner@westwicke.com |
AVITA Therapeutics,
Inc.Annual Meeting of
ShareholdersNovember 9,
2020 (Pacific Time) /
November 10, 2020 (Australian Eastern Daylight
Time)Voting Results
The following information is provided for the purposes of ASX
Listing Rule 3.13.2.
Resolution details |
Instructions given to validly appointed proxies (as at
proxy close) |
Number of votes cast on the
poll |
Resolution result |
Resolution |
For |
Against |
Proxy’s
discretion |
Abstain |
For |
Against |
Abstain* |
Carried /
not
carried |
Resolution 1:Election of Directors to serve a one-year termLou
Panaccio, Chairman of the Board of Directors |
8,454,93992.44% |
691,5767.56% |
00% |
0 |
8,454,93992.44% |
691,5767.56% |
0 |
Carried |
Resolution 1:Election of Directors to serve a one-year termDr.
Michael Perry, Director and Chief Executive Officer |
8,057,81188.31% |
1,066,47211.69% |
00% |
0 |
8,057,81188.31% |
1,066,47211.69% |
0 |
Carried |
Resolution 1:Election of Directors to serve a one-year termJeremy
Curnock Cook, Director |
8,158,54389.42% |
965,18710.58% |
00% |
0 |
8,158,54389.42% |
965,18710.58% |
0 |
Carried |
Resolution 1:Election of Directors to serve a one-year termLouis
Drapeau, Director |
8,113,24588.92% |
1,011,03811.08% |
0 0% |
0 |
8,113,24588.92% |
1,011,03811.08% |
0 |
Carried |
Resolution 1:Election of Directors to serve a one-year
termProfessor Suzanne Crowe, Director |
8,140,88189.24% |
981,88610.76% |
00% |
0 |
8,140,88189.24% |
981,88610.76% |
0 |
Carried |
Resolution 2:To ratify the appointment of Grant Thornton LLP as the
Company’s independent public accountants for the fiscal year ending
June 30, 2021. |
11,377,34893.21% |
605,1544.96% |
00% |
233,655 |
11,377,34893.21% |
605,1544.96% |
233,655 |
Carried |
Resolution 3: To approve (a) the adoption of the Company’s 2020
Omnibus Incentive Plan; and (b) for the purposes of ASX Listing
Rule 7.2 Exception 13(b) and for all other purposes, the issue of
equity securities in the Company under and subject to the terms of
the 2020 Omnibus Incentive Plan for three years commencing on the
date that it is approved by the Company’s stockholders. |
7,267,18079.45% |
1,495,92116.35% |
00% |
384,290 |
7,267,18079.45% |
1,495,92116.35% |
384,290 |
Carried |
Resolution 4:To approve for the purposes of ASX Listing Rule 10.17
and for all other purposes that the maximum aggregate annual cash
fee pool from which non-executive directors of the Company may be
paid for serving on the board be increased from A$450,000 to
US$600,000 per annum. |
6,642,16572.62% |
2,130,84023.29% |
00% |
374,224 |
6,642,16572.62% |
2,130,84023.29% |
374,224 |
Carried |
Resolution 5: To approve, subject to Resolution 3 passing, the
issue of shares of common stock or CDIs to Mr Louis Panaccio (or
his nominee) over the next three years up to a value of US$8,333 in
each fiscal year under the Company’s 2020 Omnibus Incentive Plan,
pursuant to and for the purposes of ASX Listing Rule 10.14. |
7,812,19485.40% |
946,46010.35% |
00% |
388,575 |
7,812,19485.40% |
946,46010.35% |
388,575 |
Carried |
Resolution 6: To approve, subject to Resolution 3 passing, the
issue of shares of common stock or CDIs to Prof Suzanne Crowe (or
her nominee) over the next three years up to a value of US$8,333 in
each fiscal year under the Company’s 2020 Omnibus Incentive Plan,
pursuant to and for the purposes of ASX Listing Rule 10.14. |
7,885,57786.20% |
870,5639.52% |
00% |
391,089 |
7,885,57786.20% |
870,5639.52% |
391,089 |
Carried |
Resolution 7: To approve, subject to Resolution 3 passing, the
issue of shares of common stock or CDIs to Mr Louis Drapeau (or his
nominee) over the next three years up to a value of US$8,333 in
each fiscal year under the Company’s 2020 Omnibus Incentive Plan,
pursuant to and for the purposes of ASX Listing Rule 10.14. |
7,874,13886.09% |
878,4789.60% |
00% |
394,613 |
7,874,13886.09% |
878,4789.60% |
394,613 |
Carried |
Resolution 8: To approve, subject to Resolution 3 passing, the
issue of shares of common stock or CDIs to Mr Jeremy Curnock Cook
(or his nominee) over the next three years up to a value of
US$8,333 in each fiscal year under the Company’s 2020 Omnibus
Incentive Plan, pursuant to and for the purposes of ASX Listing
Rule 10.14. |
7,868,34386.02% |
882,3679.65% |
00% |
396,519 |
7,868,34386.02% |
882,3679.65% |
396,519 |
Carried |
Resolution 9:Advisory vote to approve the compensation of the
Company’s named executive officers. |
4,619,01350.49% |
4,289,73546.90% |
00% |
238,481 |
4,619,01350.49% |
4,289,73546.90% |
238,481 |
Carried |
Resolution details |
Instructions given to validly appointed proxies (as at
proxy close) |
Number of votes cast on the
poll |
Resolution result |
Resolution |
One year |
Two years |
Three years |
Proxy’s discretion |
Abstain |
One year |
Two years |
Three years |
Abstain* |
Result |
Resolution 10: Advisory vote to approve the frequency of future
advisory votes to approve executive compensation (every one, two or
three years). |
7,783,82885.04% |
298,4823.26% |
781,2858.53% |
00% |
290,424 |
7,783,82885.04% |
298,4823.26% |
781,2858.53% |
290,424 |
One Year |
*Votes relating to a person who abstained on Resolution 1, 4, 5,
6, 7, 8 or 10 (as applicable) were not counted in determining
whether or not the required majority of votes were cast for or
against that Resolution. Votes relating to a person who abstained
on Resolution 2, 3 or 9 (as applicable) were counted as votes
“AGAINST” that Resolution in determining whether or not the
required majority of votes were cast for or against that
Resolution.
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