Inovio Pharmaceuticals, Inc. · NASDAQ:INO
Inovio Pharmaceuticals — Inovio Biomedical — Merger or Acquisition (July 2008)
25 slides from Inovio Pharmaceuticals's merger presentation, Jul 9, 2008
Slide 1: Inovio/VGX Merger Discussion Conference Call
Page 1 Conference Call July 8, 2008 Inovio/VGX Merger Discussion Dr. Avtar Dhillon, President & CEO, Inovio Biomedical Dr. Joseph Kim , President & CEO, VGX Pharmaceuticals
Slide 2: Safe Harbor
Page 2 Safe Harbor During the course of this conference call, statements may be made that outline the intentions, hopes, beliefs, expectations of the management of Inovio and/or VGX, or predictions of the future, which are all considered to be “forward-looking” statements. Forward-looking statements
Slide 3: Overview
Page 3 Overview • All-stock transaction • Deal expected to be closed in Q4 2008 • Parties aim to accelerate DNA vaccine development by combining and integrating their operations Parties believe merger creates a strategic fit to develop DNA vaccines +
Slide 4: Four Anticipated Factors For Post-Merger Success
Page 4 Four Anticipated Factors For Post-Merger Success Inovio and VGX anticipate the proposed transaction, if completed, would provide the combined company with: • An expanded team of DNA vaccine scientists • A perceived strong DNA vaccine pipeline, e.g HIV, HCV, HPV, influenza • A proven, propriet
Slide 5: Inovio Accomplishments (as of 6/30/08)
Page 5 Inovio Accomplishments (as of 6/30/08) • Generated compelling pre-clinical data • Attracted Merck, Wyeth and others as collaborators • Interim human data: proof of principle for electroporation DNA delivery • Safety and tolerability • Higher immune responses • Higher clinical responses • Vali
Slide 6: Inovio's Long Term Pre-Merger Growth Path
Page 6 Inovio’s Long Term Pre-Merger Growth Path • Potential path to maximize shareholder value: add proprietary DNA vaccine pipeline • Build or buy product pipeline? • Potentially two years to get DNA vaccines to phase I • Anticipated considerable cost to expand development infrastructure and agent
Slide 7: Perceived Benefits of Combination with VGX
Page 7 Perceived Benefits of Combination with VGX • Internationally recognized DNA vaccine experts • DNA vaccine pipeline targeting large markets with unmet needs • Other technology and financial assets • Expected increased partnership opportunities • Potential to accelerate growth by combining reso
Slide 8: Merger Transaction
Page 8 Merger Transaction • All-stock transaction • Anticipated shares to be issued to VGX stockholders (based on exchange ratio to be calculated at closing): approx. 46M – Subject to adjustment based on changes in components of exchange ratio pre-closing • Conversion of $5.5M of VGX convertible deb
Slide 9: Anticipated Post-Merger Profile
Page 9 Anticipated Post-Merger Profile If the Merger closes, post-closing: • Expect Company would be renamed VGX Pharmaceuticals • Projected Shares outstanding: approx. 90 million, subject to adjustment based on actual exchange ratio applicable • Projected fully diluted Shares: 116 million, subject
Slide 10: Anticipated Strong Combined Asset Base
Page 10 Anticipated Strong Combined Asset Base If the merger closes, the parties expect that the combined company would have: • Leading scientific expertise in DNA vaccines • Diversified clinical and pre-clinical pipeline of DNA vaccines targeting cancers and infectious diseases • Other therapeutics
Slide 11: The People . . . Dr. Joseph Kim
Page 11 The People . . . Dr. Joseph Kim • Expected to serve as combined company’s President & CEO • 70 peer-reviewed publications • MIT Technology Review journal: 2002 Top 100 Innovators • PhD University of Pennsylvania • MBA Wharton School
Slide 12: People . . . Dr. David Weiner
Page 12 People . . . Dr. David Weiner • Expected to serve as combined company’s Chairman, Scientific Advisory Board • Recognized as a DNA vaccine pioneer • Professor, University of Pennsylvania • 300 peer-reviewed publications • Advisor to J&J, GSK, Wyeth among others
Slide 13: People . . .
Page 13 People . . . • Experienced chief scientific officer and chief medical officer • Both companies possess leading electroporation and DNA vaccine expertise • Merger agreement anticipates integration of scientific and management teams of the two companies • Combined company’s board to consist of
Slide 14: Location of Facilities
Page 14 Location of Facilities • Expected key operations: • Blue Bell, PA • VGX headquarters • DNA vaccine R&D • San Diego, CA • Drug delivery R&D • Engineering • Additional research locations: • The Woodlands, TX • Oslo, Norway
Slide 15: VGX Rationale for Merger
Page 15 VGX Rationale for Merger • VGX is on a strong growth path • Recognizes the potential of electroporation to enable DNA vaccines • Aims to further strengthen exposure to electroporation technology • Avenue to achieve public listing to facilitate future funding
Slide 16: Expected Post-Merger DNA Vaccine Pipeline
Page 16 Expected Post-Merger DNA Vaccine Pipeline • Strong pipeline of DNA vaccine candidates targeting large markets with received unmet needs • Hepatitis C virus: phase I/II, compelling interim human data • HIV: phase I and pre-IND • Human papilloma virus: IND • Influenza: IND and R&D • Emerging R
Slide 17: Electroporation DNA Delivery
Page 17 Electroporation DNA Delivery • Proprietary DNA delivery platform; emerging alternative to the use of virus-based delivery methods • Proof-of-principle established through interim data from multiple clinical studies • Safe and well tolerated • Significantly heightened gene expression • Higher
Slide 18: Partnerships & Collaborations
Page 18 Partnerships & Collaborations • Parties anticipate focus of combined company will be advancing vaccines through phase II before partnering • Existing partnerships and collaborations: • Substantial capital and time applied to Inovio technology • Produced multiple sets of validating interim da
Slide 19: Other Therapeutic Programs Post-Merger
Page 19 Other Therapeutic Programs Post-Merger In addition to the DNA vaccine and electroporation programs, the parties anticipate that post-merger, if completed, the combined company would have: • Gene therapy, GHRH, cachexia, IND • Small molecule: rheumatoid arthritis, phase I/II • Animal health d
Slide 20: Strategic Assets, Expert Team
Page 20 Strategic Assets, Expert Team Post-closing, if the merger is completed: • Parties intend to be opportunistic with all of these assets to maximize value • Synergistic technology platforms may together provide strategic strength in vaccine market • Anticipate integration of complementary scien
Slide 21: Four Anticipated Factors For Post-Merger Success
Page 21 Four Anticipated Factors For Post-Merger Success Inovio and VGX anticipate the proposed transaction, if completed, would provide the combined company with: • An expanded team of DNA vaccine scientists • A perceived strong DNA vaccine pipeline, e.g HIV, HCV, HPV, influenza • A proven, proprie
Slide 22: Vision of Anticipated Combined Company
Page 22 Vision of Anticipated Combined Company • Accelerate DNA vaccine development • Reach meaningful milestones • Maximize benefits to patients, partners, and shareholders
Slide 23: Review All Related Regulatory Filings
Page 23 Review All Related Regulatory Filings VGX and Inovio urge their investors and the public to read the relevant registration, proxy solicitation and consent solicitation related documents to be filed with the SEC before making any investment and/or voting decision related to the merger because
Slide 24: Perceived Complementary Capabilities and Skills
Page 24 Perceived Complementary Capabilities and Skills Integrated technology platform (VGX vaccines + Inovio EP), for broad and rapid development Strong pipeline, with increased pool of near- and long- term development milestones Greater ability to mitigate overall development risk Broader patent p
Slide 25: investor.relations@inovio.com
Page 25 investor.relations@inovio.com
Inovio Biomedical — Merger or Acquisition (July 2008) on 6ix