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Transcript
OP
Operator
Operator
Good day ladies and gentlemen. Welcome to the Dyadic International First Quarter 2016 Earnings Results Conference Call. Today’s conference is being recorded. I would now like to turn the conference over to Mr. Thomas Dubinski. Please go ahead sir.
TD
Thomas L. Dubinski
Management
Great. Thank you Nancy. Good afternoon and thank you for joining today's conference call to discuss Dyadic's financial and operating results for the first quarter ending March 31, 2016, which we reported in a press release issued earlier today. The press release and Dyadic’s annual report have been posted to both the Dyadic and the OTC Markets' websites. I'm joined today by Dyadic's President and Chief Executive Officer, Mark Emalfarb, and Dr. Ronen Tchelet, VP of Research Business Development. On today’s call, Mark will cover operating highlights, further details on our corporate strategy, provide an update on our professional liability lawsuit against former professional service providers, and I will review our financial results in more detail. Dr. Tchelet will highlight some of our research and scientific goals and objectives and progress to-date in some of these programs. We will then give you an opportunity to ask questions. Each caller would be allowed one question and one follow up question in order to provide all callers an opportunity to participate. If time permits, the operator will allow additional questions from those who have already spoken. Before we begin, we would like to remind you that certain statements made in this conference call maybe forward-looking statements, which involve risks and uncertainties that could cause Dyadic's actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. Dyadic expressly disclaims any intent or obligation to update any forward-looking statements except as required by law. I will now turn the call over to our President and CEO, Mark Emalfarb.
ME
Mark A. Emalfarb
Management
Thank you, Tom. As we bring it close to our first quarter of 2016, management and our board continue to be very optimistic about our future, and our ability to maximize value for shareholders. We are seeing greater interest in the potential of our C1 technology and initially anticipated at this stage of C1’s development for use in developing, producing and improving biologic vaccines and drugs. We continue to make progress in our share repurchase program, and are taking steps, which we expect will eventually enable us to uplist to NASDAQ for another major exchange. We are debt free and have the financial resources, which we expect to be supplemented by third-party research funding grants and licensing income to fund our business plans. Additionally, we recently announced a favorable settlement with one of our two remaining law firms in our ongoing professional liability litigation. And on April 19, 2016 we collected $2.1 million net of legal fees and related expenses. Such funds will be used to, among other things, evaluate to other potential evaluable biologic targets for which we may initiate additional internally funded research programs and to determine how to best accelerate improvements to our C1 technology platform. I previously reported to you that I have strong belief in Dyadic’s future, which is the reason I decided to increase my already sizeable position in the Company when I converted by $1 million of debt into equity at that time, and we have retired the Company’s debt after the DuPont transaction. As we meet with biotech and biopharma companies and identify additional ways in which C1 can be used to potentially not only improve access and reduce cost to patients and the healthcare system, but most importantly save lives. I continue to be more excited by our prospects. To say…
RT
Ronen Tchelet
Management
Thank you, Mark. As Mark mentioned, we have several ambitious to deliver achievable goals for R&D this year and beyond. Dyadic’s main goal is to create a cost effective platform for therapeutic proteins using the C1 technology platform. Currently, we are aiming to focus on two main activities; one, developing a better C1 product strain to reach our ambitious goals for the C1 product strain to reach our pharmaceutical field and two, to develop a few vaccines and biologic as monoclonal antibodies with our own course and in collaboration with other pharmaceutical companies. In order to accomplish these objectives, we are already collaborating with DuPont in intent to collaborate with additional leading research institutes and companies. Some of those collaborations are already in late stage of negotiation. The fact that the C1 genome or sequence and annotated in our collaboration with Scripps, Florida has been recognized by others as one of the 10 best annotated filamentous fungi genomes allow us to take advantage of cutting edge technologies like CRISPR that are based on computational biologic tools. As this development works best on advanced technology that was already implemented for C1, we expect to come up with even better strains and tools as we continue to further improve C1 for use in developing and manufacturing biopharmaceuticals. We are aiming to express at least one biologic this year from our initial proof-of-principle experiments. This [indiscernible] impurity that will start with pharmaceutical companies to continue and/or start to work with us in the further development and application of the C1 technology for use in the animal, human biopharmaceutical markets. Currently, we are working with our former Dyadic Netherland lab now owned by DuPont and as Mark said, we are evaluating additional strategic research organizations we believe can help us accelerate and further develop…
TD
Thomas L. Dubinski
Management
Thank you Ronen. At March 31, 2016 cash and cash equivalents were approximately $62.6 million compared to $68.6 million at December 31, 2015. The company used approximately $6 million of cash during the quarter, principally stock repurchases of $4 million, payment of DuPont related transaction cost of $2.3 million and operating activities of $600,000, offset by the onetime cash items of $900,000. Cash and cash equivalent does not include the $7.1 million of cash held in escrow in connection with the DuPont transaction which we anticipate being released in July of 2017. In addition subsequent of the quarter end March 31, 2016, the company reached a settlement agreement with one of two remaining defendant law firms, Bilzin, Sumberg Baena Price and Axelrod. And on April 19, we received full payment in the amount of $2.1 million net of legal fees and expenses. The settlement will be reported in other income for the quarter ending June 30, 2016. We have now settled with three of the four original law firm defendants and have receives a total of approximately $4.8 million. We believe this recent settlements simplifies the case, brings the company one-step closer to untimely bringing us litigation to a closure and allows the company to focus on its biopharmaceutical business. And continue to vigorously pursue allegations of neglectful actions on missions in this litigation against what we believe are the primary defendants, Greenberg, Traurig, LLP, Greenberg Traurig, P.A. collectively Greenberg Traurig and the state of Robert Schwimmer. On March 2, 2016, the court issued an orders scheduling a law suit for a six-week jury trial commencing January 6, 2017. Through March 31, 2016 we have repurchased 2,850,000 shares of our common stock for approximately $4 million. And have continued to repurchased additional shares in April and May. On March 31,…
OP
Operator
Operator
Thank you [Operator Instructions]. We will go first to Barry Kitt with Pinnacle Fund. Barry please check your mute function. Again Barry please check your mute function, we are unable to hear you.
BK
Barry Kitt
Analyst
Thank you I’m very sorry. Hi guys thanks for taking my questions. What is the net operating loss carry forward the company has Tom?
TD
Thomas L. Dubinski
Management
Roughly $5 million.
BK
Barry Kitt
Analyst
Okay, thank you. And can you give us an idea of how many shares you may have repurchased since March 31?
TD
Thomas L. Dubinski
Management
We’ll disclose that Barry in the second quarter.
BK
Barry Kitt
Analyst
I believe you have got a press release yesterday or day before of some additional shares?
TD
Thomas L. Dubinski
Management
Yes, we announced we filed on the OTCQX that the company had purchased 268,000 shares from Stephen Warner our Director.
BK
Barry Kitt
Analyst
Okay thank you very much. I thought I saw something. So basically you are sitting here with about $1.90 a share in cash including administrative cash in DuPont, so we are getting the lawsuit for free, there is C1 biopharma opportunity for free, little bit of NOL for free which just goes to show the need for the uplifting. Can you give us some kind of idea of what the status is or what additional steps you may need to take to get there?
ME
Mark A. Emalfarb
Management
Tom, I think you should answer that.
TD
Thomas L. Dubinski
Management
I'm sorry Barry could you repeat that question. I thought Mark was going to fill that.
BK
Barry Kitt
Analyst
You bet. So I was saying that including the restricted cash at DuPont’s holding until July of next year as of right now you are sitting with $1.90 a share in cash and no debt, which means with the stock at $1.69 getting a lawsuit for free, the C1 biopharma opportunity for free, a little bit of NOL for free, which just goes to show the need to uplift and hopefully get some analyst somewhere to notice the opportunity that you have to put a proper valuation on the Company. So could you give us some kind of idea of what additional steps are necessary to get up listing?
TD
Thomas L. Dubinski
Management
Sure, so what we are in the process doing is we need some additional resources to stabilize the reporting process, because the full reporting requirements are a little bit more rigorous than what we currently comply with. So we have a search ongoing today, once we hire somebody we’ll be assessing looking at the first step be registering the company and become a full reporting company and hopefully we will draw enough investor interest to drive the share price above $2 for 90-day period and then we can file for up listing to the NASDAQ.
BK
Barry Kitt
Analyst
I see, okay. Well, I know you guys are making this a high priority, hopefully you find that person very soon and get to move the ball forward. So congratulations on getting to hear and I appreciate your efforts.
ME
Mark A. Emalfarb
Management
Barry I can assure you that we are actively seeking that person out. In fact I met with a candidate today myself.
BK
Barry Kitt
Analyst
Okay, good Mark thank you appreciate that.
OP
Operator
Operator
And we will take the next question it comes from [Steve Raphael] (Ph).
UA
Unidentified Analyst
Analyst
Congratulations and everything seems to be going in the right direction. The question I have maybe you can shed some light on the monetary aspects of the licensing agreement that you have with DuPont? And as far as Sanofi is concerned, do you get a milestone payments if they decide to proceed with this, is there any financial consideration that’s involved with the Sanofi deal as far as DuPont is concerned. Can you discuss the terms, any of the terms of DuPont relationship with respect to licensing fees, milestone agreement, payments and any of the profit sharing or any fees that would be involved with respect to the DuPont relationship?
ME
Mark A. Emalfarb
Management
Yes, I think, let's talk about DuPont first. DuPont, if they do use C1 and develop a commercial product, we will get royalties from DuPont for that. I can't disclose with you with a percentages of those royalties might be. But that is built into the license agreement the DuPont license agreement also provides for Dyadic to be able to conduct research and development, but there is certain amount of scientific FDE, which would like four time equivalent scientist per year, at all facility for three-years. And other than that the benefits of getting the DuPont technology knowledge and background help, experience on the projects that we actually do to the research at our former lab and is now DuPont lab in Wageningen in Netherlands that’s the pretty much what we get out of DuPont deal. So obviously if they create drugs quite themselves and sell those drug or commercialize them whether they sell themselves or sell off the products to somebody else. We will get a royalty on that. There are attributes of that license agreement for improvement they might make that we would get access to, and if we chose to use those improvements, there would be a royalty that we might have to pay down. If we chose to use the improvements that they made, otherwise there are no royalties that we owe to DuPont of doing that. In the case of Sanofi, if they do exercise a right to get the C1 technology for use for the specific field that we are doing work on. There will be a payment and then they would bring that technology in and if they continue on that there would be a second payment and I can't really get into the details of that, due to confidentiality. But we view…
UA
Unidentified Analyst
Analyst
Yes it does. I was hope you would be able to give more detail as far as the financial arrangements or concerned, with respect to DuPont, I can understand that the Sanofi deal is something you might not be able to talk about. But can you…
ME
Mark A. Emalfarb
Management
We have confidentiality agreements as well with DuPont, I don’t think they wrote us a cheque for $75 million and want us telling the world confidential information, so we can't do that. But I think that the important thing with DuPont of course is, number one we are carrying out some of that research and development work right now in our former lab which DuPont. So they are getting a peak at the success and the time it take to produce certain things and obviously DuPont has a co-exclusive licensee of ours, but one of the other benefits we have, we have the exclusive rights to sub-license C1. So hopefully DuPont at some point along with Sanofi and a variety of other people will have a heightened level of interest in finding value for their companies that ends up as our shareholder value.
UA
Unidentified Analyst
Analyst
Alright. Well, thank you very much guys. Again, it seems to be going all-in the right direction. So, thanks a lot.
OP
Operator
Operator
[Operator Instructions] And we’ll go next to Walter Schenker with MAZ Partners.
WS
Walter Schenker
Analyst
There was a financial discussion of source and uses of cash to the year, which included a share purchase announced which was materially less than the $15 million overtime dedicated to repurchase. And I’m just trying to understand if that number largely reflected what you have already done, or in fact is the amount you are budgeting for repurchase this year?
ME
Mark A. Emalfarb
Management
Tom do you want to fill that?
TD
Thomas L. Dubinski
Management
Yes sure. I was just going to handle that. So the shares we have purchased to-date have two components. They have roughly 713,000 shares were purchased under the announced program of $15 million and the shares that are not part of the announced program is the [indiscernible] approaches for roughly $2.3 million shares.
ME
Mark A. Emalfarb
Management
But I think Walter to give you specific answer to your question, we obviously can only buy shares at a certain time depending on certain rules and regulations and in fact testing control independently by a brokerage house that’s doing that for us on our specific program and guidelines. And what we are seeing here is we think our estimate is we will be able to buy the total of 6.9 million shares through the rest of this year, because we don’t expect we are going to be able buy all 15 million shares. If we choose to even to buy all 15 million because we said it's up to. But the point here is you have - that’s our estimate is maybe it will be more, maybe less but there is a program, it depends on how many blocks people bring to us and obviously the price of the stock and we can only buy a certain amount item of it. 20% to 25% of a certain volume on an average of maybe 30-days Tom can probably give you that. But bottom line is that 6.9 million is what we estimate. So if we actually buy more shares back then that cash will go up for the year but we’ll end up with more shares back in our treasury.
WS
Walter Schenker
Analyst
So there is no formal limitation on the buyback of stock if in fact the opportunity arose to from blocks or enhanced activity you got lower price or whatever you starting or make your shareholders wanted to get out in theory you could buy much more than that this year?
ME
Mark A. Emalfarb
Management
Yes.
TD
Thomas L. Dubinski
Management
Yes. That’s accurate.
WS
Walter Schenker
Analyst
And just one other question, given the movements forward to fulfill the obligation to up list the stock it would still seem and I mentioned this to you privately, which still seem that once you have fulfilled all requirements, which I realize will still take some time, except the share price. If at that point you have done everything else, I still believe that it wouldn’t be appropriate to do a moderate reverse split, I think allow you to get there as appose to given the vagaries of the market until the stock price met that requirement? So that’s my statement and…
ME
Mark A. Emalfarb
Management
Yes and we take your advice to heart.
WS
Walter Schenker
Analyst
Okay, and last as a question given at this point that as Barry pointed out the stock is meaningfully de-risked and undervalued given the cash and a number of opportunities all of which over the next year or two could dramatically enhance shareholder value. Why is it not appropriate, maybe it’s a double negative to just sit back and continue to buy in stock an accrete value that way as appose to go out and find way via the conferences or other things to get more people interested at this time. It seems that the best thing you can do is buy stock as cheaply as possible and proceed with the other fundamental way of enhancing value to the litigation and the advancing of the science, why bother promoting this side.
ME
Mark A. Emalfarb
Management
Yes and I don’t just agree with the statement and again you expressed that to me. We would take it up with the Board and we follow the direction of the Board and the Board gives me instructions is what they would like me to do, and I’m sure that few of the Board members will hear the call now, because some might be on the call and they will certainly read it. And we will bring that point up and have that discussion with them. Ultimately, we agree with you that we need to make science work and if the science works, we will create significant value for all of us.
WS
Walter Schenker
Analyst
Yes, thank you.
ME
Mark A. Emalfarb
Management
Okay.
OP
Operator
Operator
[Operator Instruction] We will go next to Richard Deutsch with Ladenburg Thalmann.
RD
Richard Deutsch
Analyst
Yes thank you for taking my call. Welcome to the United States Ronen, I have a question as to the scientific objectives that are on the table to be missed in this Sanofi and the ZAPI research projects understanding that there are some confidentiality there? But in generality, I would like you to lay out what the objective are, whether it's more concentrated low cost vaccine or whether it's more active proteins. If you can just lay out the objective once again, before you finally finish your project. And second part of that, is there any difference in the scientific objectives because it sound similar between this Sanofi project and the ZAPI project?
ME
Mark A. Emalfarb
Management
So Ronen, you can answer that, he is asking you.
RT
Ronen Tchelet
Management
Yes, okay. So first of all, I think the goal is mainly to show that we can produce vaccines at lower cost that is currently being done in the current technology. And this one goal, in addition to that as we showed in Sanofi, we also would like to [indiscernible] show that immunogenicity that are being achieved by using antigens or vaccines that is being produce by C1, has a better immunogenicity. And I think those are the main goals that we would like to achieve. And I think that also is a general kind of characteristic that if you manage to show that C1 can actually be able to be as a platform for vaccine production and produce lower cost and higher immunogenicity, we think that will be a very good basic for future development. Now in a way you write that there is similarities between those project in the way that you have to develop and express proteins being used as a vaccine.
RD
Richard Deutsch
Analyst
Okay. Thank you very much.
RT
Ronen Tchelet
Management
Thank you.
OP
Operator
Operator
And it appears we have no further questions at this time.
ME
Mark A. Emalfarb
Management
I think, you going to give it back to me now?
OP
Operator
Operator
Yes.
ME
Mark A. Emalfarb
Management
Okay. Our business and research plans are continuing to evolve and are being further refined as well as continue to evaluate our cash position, personal needs, R&D and other resources required to execute our business plans. I’m very optimistic about the prospects that lay ahead for Dyadic. I want to take this opportunity to thank our very hard working employees, our dedicated Board of Directors, our research partners, and shareholders for their support in helping us to achieve our business objectives. Thank you all who have taken the time to participate on today’s conference call.
OP
Operator
Operator
That concludes today’s presentation. Thank you for your participation.