Alaunos Therapeutics, Inc. · NASDAQ:TCRT
Alaunos Therapeutics — Ziopharm Oncology — Proxy Contest (November 2020)
29 slides from Alaunos Therapeutics's proxy contest presentation, Nov 20, 2020
Slide 1: Company Overview November 19, 2020
1 Company Overview November 19, 2020 www.ziopharmforward.com
Slide 2: Forward-Looking Statements
2 Forward - Looking Statements This presentation contains forward - looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 , as amended, including, but not limited to, statements regarding the business strategy, plans and objectives of Ziopharm Oncology, Inc. (
Slide 3: Executive Summary
3 • Stock prices of early - stage biotechs (which typically have neither revenue nor EBITDA) are driven by clinical data read - outs and other clinical milestones, not by verdicts on strategy, management effectiveness, or execution. Comparisons to broad market indices, similar ly, are not meaningful
Slide 4: Intrexon separation objectives and rationale
4 Objectives Rationale x New license for exclusive rights to next - generation platforms with significant potential ‒ Controlled IL - 12 platform: Ad - RTS - hIL - 12 plus veledimex plus optionality for next - generation technologies for RTS - IL - 12 ‒ Sleeping Beauty platform: (i) T cells genetica
Slide 5: Ziopharm Has Outperformed Peers Since Our Separation
5 Ziopharm Has Outperformed Peers Since Our Separation Relative Market Performance of Ziopharm vs. Peers Since October 2018 (1) Peers include early stage cell therapy companies focused on oncology with lead programs in Phase 1 or Phase 2 222% 120% 36% (7%) (29%) (31%) (40%) (58%) (59%) (65%) (68%) (
Slide 6: Meaningful Positive Clinical Data Drives Higher Valuation
6 Current Market Cap (1) Meaningful Positive Clinical Data Drives Higher Valuation 1. Market data as of 10/15/2020 5,512 4,177 1,222 820 700 680 633 562 439 347 120 114 101 - - - - - - - - - - - - - $MM Source: Capital IQ See page 28 for stock price impact of clinical data catalysts
Slide 7: Analyst ratings and price targets
7 Date Broker Rating Price Target Prem ium to Current (1) Selected Commentary 11/6/2020 Laidlaw Buy $7.50 184% • On track to file an IND for an allogeneic library hotspot TCR - T in solid tumor Phase 1 trial in 1Q21 • Reiterating our Buy rating and our target price of $7.50 to reflect our bullish vi
Slide 8: Value Proposition
Value Proposition O~ Ziopharm ONCOLOGY
Slide 9: Competitive Advantage: Differentiated Positioning in Solid Tumors
9 Competitive Advantage: Differentiated Positioning in Solid Tumors Ziopharm’s c omplementary and unique suite of technologies Cancer Segment Solid tumors Annual US Patient Population ~1.5 million (1) Commercial Opportunity in the US For every 1% market penetration with illustrative cost of $300,000
Slide 10: How Our Science Strives to Create Value
10 Personalized TCR - T • Deliver T cells genetically engineered using Sleeping Beauty to target neoantigens unique to each patient • TCRs made in real - time • T cell products with multiple TCRs per patient Library TCR - T • Quickly infuse T cells that have been genetically engineered using Sleepin
Slide 11: Executing on a Broad Pipeline of Innovative Immuno-oncology Programs
11 Asset Indication Phase 1 Phase 2 Multiple solid tumors rGBM Combination with Libtayo ® (Ziopharm sponsor) Combination with OPDIVO ® (Ziopharm sponsor) rGBM rGBM Monotherapy expansion (Ziopharm sponsor) Ad - RTS - hIL - 12 + veledimex (Controlled IL - 12) Sleeping Beauty TCR - T targeting neoantig
Slide 12: Product development progress
12 Product development x Sleeping Beauty TCR - T program: ‒ Received IND clearance of first - in - human phase 2 trial sponsored by the NCI ‒ Refined the design of Company - sponsored clinical trials at MD Anderson based on interactions with the FDA ‒ In - licensed significant library of TCRs from t
Slide 13: Anticipated Milestones Through 2021
13 Anticipated Milestones Through 2021 • Present additional clinical data for Controlled IL - 12 program at SNO 2020 • Advance enrollment and dosing of DIPG patients in pediatric trial for Controlled IL - 12 at multiple sites • Commence patient dosing in allogeneic RPM CD19 - specific CAR - T study;
Slide 14: Fit-for-Purpose Board Ensures Shareholder Accountability
14 Fit - for - Purpose Board Ensures Shareholder Accountability
Slide 15: WaterMill Seeks to Remove Highly Qualified Industry Leaders
15 Industry Experience Public Company Executive Experience Public Company Board Experience Financial Experience Product Launch Experience Operational Experience Business Development Experience International Experience Product Development Scott Tarriff Elan Ezickson Mary Thistle J. Kevin Buchi …and r
Slide 16: Board Has Already Been Refreshed with Right Skills and Shareholder Input
16 Board Has Already Been Refreshed with Right Skills and Shareholder Input Industry Experience Public Company Executive Experience Public Company Board Experience Financial Experience Scott Tarriff Elan Ezickson James Cannon Randal Kirk 2 Douglas Pagan Scott Braunstein, M.D. Industry Experience Pub
Slide 17: We Remain Committed to Ongoing Board Refreshment
17 We Remain Committed to Ongoing Board Refreshment 1. Actively review Board composition to ensure our Board is diverse in skills, experience, gender and race in a manner that supports the evolving strategy and future prospects of the Company; o Significant progress in responding to shareholder feed
Slide 18: Governance and compensation updates
18 Compensation Updates x A dopted director resignation policy to ensure meaningful director election process that is responsive to shareholder feedback x Created Independent Chair role x Strengthened director nomination process with an emphasis on ensuring that diverse candidates are included in fu
Slide 19: Shareholder Feedback Has Informed Key Decisions at the Company
19 Shareholder Feedback Has Informed Key Decisions at the Company 4Q2018 In July 2020, appointed James Huang to the Board following feedback from MSD and WaterMill 4Q2020 1Q2019 2Q2019 3Q2019 4Q2019 1Q2020 2Q2020 3Q2020 In September 2020, replaced Douglas Pagan (who submitted resignation in light of
Slide 20: Our Corporate Governance Profile Emphasizes Accountability
20 Our Corporate Governance Profile Emphasizes Accountability Independent Oversight of Management Independent Chair 75% of Board are non - executive directors Directors are diverse with respect to expertise, experience and gender Regular Board and Committee self - evaluation Average Director tenure
Slide 21: Rebuttal
Rebuttal O~ Ziopharm ONCOLOGY
Slide 22: WaterMill's Critique Doesn't Stand Up To The Facts
22 WaterMill’s Critique Doesn’t Stand Up To The Facts x Ziopharm has a strong corporate governance profile, including an Independent Chair (only 43% of R3K), simple majority vote standards to amend Charter and Bylaws (45% and 58% of R3K, respectively), a director resignation policy (54% of R3K) and
Slide 23: Our Governance Has Been Informed by Robust Shareholder Outreach
23 47% Retail shareholders as a percentage of shares outstanding >50 Total engagements with largest shareholders since 2018 1 Our Governance Has Been Informed by Robust Shareholder Outreach • As a result of our meetings with shareholders, we made substantial changes to our governance and compensatio
Slide 24: The Market has Reacted Unfavorably to WaterMill's Campaign
24 -20% -15% -10% -5% % 5% 10% 15% 9/30/2020 10/7/2020 10/14/2020 10/21/2020 10/28/2020 11/4/2020 ZIOP SPDR S&P Biotech ETF Russell 3000 The Market has Reacted Unfavorably to WaterMill’s Campaign Key Stock Drivers 1. October 16: WaterMill Asset Management files preliminary consent solicitation; stoc
Slide 25: WaterMill Has No Plan to Drive Value
25 WaterMill Has No Plan to Drive Value Led by our experienced and passionate management team, Ziopharm has been working diligently to continue our positive momentum by executing on a long - term strategy. Ziopharm Plan x Build a comprehensive solid tumor program based on innovative and cost - effec
Slide 26: Support Ziopharm's highly qualified and independent directors
jopharm ‘Support Ziopharm’s highly qualified and independent directors Chairman Mary Sane ith, J.kevin Buchi Elan. Ezickson Morrow Sodall “rotates
Slide 27: Appendix
Appendix OQ. Ziopharm ONCOLOGY
Slide 28: Positive Clinical Data Drives Significant Stock Price Appreciation
28 $0 $5 $10 $15 Jul-19 Aug-19 Oct-19 Dec-19 Feb-20 Apr-20 Jun-20 Aug-20 Oct-20 Allogene Fate Adaptimmune $27 $17 $4 $/Share Positive Clinical Data Drives Significant Stock Price Appreciation $/Share TCR 2 $/Share $/Share $14 $0 $20 $40 $60 Nov-19 Dec-19 Jan-20 Feb-20 Mar-20 Apr-20 May-20 Jun-20 Jul
Slide 29: Thank You
Ziopharm ONCOLOGY Thank You