[VIDEO] 2023 EGM Resolution Overview

[VIDEO] 2023 EGM Resolution Overview

Earlier this month, Imagion announced our upcoming EGM meeting to be held on 13th November, along with several resolutions to be voted on by shareholders.

Here, Imagion Biosystems’ CEO, Isaac Bright comments on this year’s 2023 EGM Resolutions for further explanation.

Video Transcript:

Greetings Imagion shareholders. I’m Isaac Bright, CEO of Imagion Biosystems, and I wanted to take this opportunity to detail the board resolutions that are subject to your approval at the Extraordinary General Meeting of Shareholders to be held on Monday, November 13th.

Resolution 1:

The first resolution is just electing me to the board. Just for your information, I have been a venture capital investor, a board director and board observer for more than 15 years in private equity back venture backed startups here in the States and in Europe. I joined Imagion, as you may recall, late in June, and it was after your AGM. Upon starting, there just wasn’t really a convenient opportunity to make this happen, but it was something that we agreed myself in the remuneration committee as I approached joining the company.

I’m really happy to have this opportunity to expand my leadership and influence on Imagion Biosystems. I think it’s important for me to bring that level of influence and leadership to the company at this point. I have more intimate knowledge of the company than most of the board, and I really believe that my position on the board of directors is the best way to ensure that shareholder interests are completely aligned with management’s objectives.

So, I hope you’ll consider that opportunity and make that vote accordingly.

Resolution 2:

The second resolution is about consolidation of the capital of the company. As I’ve been in the seat for a couple months, three months now, I’ve been preparing the company for further capitalization, both here on ASX and likely on markets here in the States where most of the company’s talent resides and operates.

We’ve been approaching deep pocketed, value-adding, strategic, and institutional investors around the globe, sharing more about the company and my vision for how we’ll build. How we’ve changed the business model and the transactions that we’re approaching. And it’s important to be aware of how they think and operate.

There’s really both an art and a science to life science venture investing, generally, and we’ve got to be mindful that. The opportunities that we have will affect new investors’ perceptions about the opportunity to invest in the company. And when we have a chance to change their perception to change their first impression, it’s something that I really think we should capitalize on.

I’m here, as you should appreciate, as a turnaround CEO, because no one is really happy with how the share capital of the company has performed. We want to consolidate this capital with a 40 to 1 reverse split to ensure that the company has a better first impression for prospective new investors. The higher share price connotes a higher quality of company, and it’ll be really important that we’re out of the penny stock category and have a better opportunity to position Imagion for success in subsequent financing and in strategic partnership prospects.

All of that is tied together. So I appreciate you considering and taking advantage of the opportunity to consolidate our share capital.

Resolution 3:

The third resolution is addressing the financial partnership that we’ve established with Mercer Street Global Opportunity Fund. As you know, we’ve benefited from the access to capital through our partnership with Mercer Street, your approval of our ability to draw on this capital source, preserve our placement capacity for subsequent ASX capitalizations, which we’re approaching in the coming weeks. Debt financing through partnerships like the one we have in Mercer Street can be a critical component of successfully building young companies.

We’re excited about the work that we’ve accomplished with the capital that Mercer Street has provided, though we’re prioritizing other capital sources, in the immediate term, I do want to take the opportunity to make sure the company is ready to leverage the capital access that we have and preserving the placement capacity to potentially accelerate our programs and build the company even faster.

Resolutions 4 & 5:

The next 2 resolutions address both options to be issued to myself and options to be issued to the directors. A board of directors is a strong and diverse team that has been remarkably welcoming and supportive as we move the company forward. A fundamental part of my philosophy to company building is that every member of Team Imagion should be incentivized to drive value creation for you, our shareholders.

And this includes our board, and obviously it should include your CEO, so I’m excited to make sure that we compensate our board of directors appropriately and incentivize me to continue to lead the team appropriately with these resolutions.

Resolution 6:

Our sixth resolution is simply an amendment to the Constitution to allow us to have a broader option pool for the employee incentive plan. As you know, we’ve gone through a restructuring, we’ve gone to a new business model, we’ve lost good members of team Imagion at the end of September and while we’re excited about the team that we still hold here dearly in the company, it’s important that we retain them with appropriately incentivizing stock options. These incentives need to be adjusted. The stock option pool accordingly needs to be adjusted so that we present incentives that are attainable, that are material for our team and that motivate and fully retain everyone in their seat.

Additionally, as we go forward, this is the intent as we turn the company around, we will rebuild the team to enable new capabilities and expand our capacity for MagSense partnerships and for partnerships with new technology platforms that we expect to build the company with. That effort to recruit, hire and retain new talent will definitely depend on our ability to provide new incentive stock options for those staff.

So really happy that you will consider voting yes on all 6 of those resolutions again at the extraordinary general shareholder meeting scheduled for Monday, November 13th.

We’re really excited about the future here at Imagion Biosystems. We believe we’ve got a unique opportunity again as the 1st mover to deliver molecular MRI to the world.

And as we move through our success with the MagSense HER2 imaging agent for HER2+ metastatic breast cancer patients, we’re excited about the programs we’ll advance for ovarian cancer, for prostate cancer, and in partnerships as we continue to build the company.

I’m at your disposal, as is the team with questions and concerns and appreciate your continued support as we continue our mission at Imagion Biosystems to detect cancer earlier and extend and save lives wherever we can with the novel technology we have here at Imagion Biosystems.

Thank you.


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