Evogene Ltd. (NASDAQ:EVGN) Q2 2020 Earnings Conference Call August 5, 2020 9:00 AM ET Company Participants Ofer Haviv - Chief Executive Officer Dorit Kreiner - Chief Financial Officer Gadi Ben Nissim - Executive Vice President, Corporate Development Operator Ladies and gentlemen, thank you for standing by. Welcome to EvogeneÂ's Second Quarter 2020 Results Conference Call. All participants are present in a listen-only mode. Following managementÂ's formal presentation, instructions will be given for the quest ...

| --- | --- | --- | --- | |-------|-------|-------|-------| | | | | | | | | | | | | | | | Forward Looking Statement This presentation contains "forward-looking statements" relating to future events, and we may from time to time make other statements, regarding our outlook or expectations for future financial or operating results and/or other matters regarding or affecting Evogene Ltd. or its subsidiaries (collectively, "Evogene" or "we"), that are considered "forward-looking statements" as defined in the U. ...

Evogene Ltd (NASDAQ:EVGN) Q1 2020 Results Conference Call May 26, 2020 9:00 AM ET Company Participants Ofer Haviv - Chief Executive Officer Dorit Kreiner - Chief Financial Officer Gadi Ben Nissim - Executive Vice President of Corporate Development Conference Call Participants Operator Ladies and gentlemen, thank you for standing by. Welcome to EvogeneÂ's First Quarter 2020 Results Conference Call. All participants are present in a listen-only mode. Following managementÂ's formal presentation, instructions w ...

PART I This section provides comprehensive details on the company's financial performance, operational structure, governance, and key risks, including selected financial data, business overview, and market risk exposures [Key Information](index=6&type=section&id=ITEM%203.%20KEY%20INFORMATION) This section presents selected consolidated financial data for the five years ended December 31, 2019, showing a history of operating losses and negative cash flow, alongside significant risks related to the company's business, industry, intellectual property, Israeli location, and share ownership [Selected Financial Data](index=6&type=section&id=A.%20Selected%20Financial%20Data) The company has a history of operating losses, with a net loss of **$19.1 million** in 2019, and declining revenues from **$3.4 million** in 2017 to **$0.8 million** in 2019, while total assets increased to **$71.4 million** Selected Consolidated Financial Data (U.S. dollars in thousands) | Indicator | 2019 (in thousands) | 2018 (in thousands) | 2017 (in thousands) | | :--- | :--- | :--- | :--- | | **Total Revenues** | $753 | $1,747 | $3,381 | | **Operating Loss** | $(21,166) | $(19,989) | $(21,947) | | **Loss** | $(19,115) | $(20,812) | $(20,838) | | **Basic and Diluted Loss Per Share** | $(0.70) | $(0.81) | $(0.81) | | **Total Assets (End of Period)** | $71,364 | $58,694 | $77,602 | | **Shareholders' Equity (End of Period)** | $60,217 | $50,306 | $69,378 | [Risk Factors](index=9&type=section&id=D.%20Risk%20Factors) The company faces significant risks including potential equity dilution in subsidiaries, product commercialization failures, lengthy development cycles, reliance on collaborators, intense competition, regulatory hurdles, operational disruptions from COVID-19, intellectual property protection issues, Israeli political conditions, and share price volatility - The company's new corporate strategy involves subsidiaries that may seek external financing, which could dilute Evogene's ownership and reduce the benefit recognized by its shareholders from any value created in these subsidiaries[44](index=44&type=chunk) - There is a significant risk that the company's discoveries and product candidates may not achieve the desired effects to become commercially viable products, as none, except for castor varieties, have completed the development process[45](index=45&type=chunk)[46](index=46&type=chunk)[47](index=47&type=chunk) - The COVID-19 pandemic poses a risk of disrupting operations for the company, its collaborators, and contractors, potentially causing operational delays, labor shortages, and travel disruptions that could adversely affect development programs[100](index=100&type=chunk)[101](index=101&type=chunk)[103](index=103&type=chunk) - The company has a history of operating losses, incurring **$21.1 million**, **$20.0 million**, and **$21.9 million** in losses for the years ended December 31, 2019, 2018, and 2017, respectively, and may never achieve profitability[109](index=109&type=chunk) - The company believes it was classified as a Passive Foreign Investment Company (PFIC) for U.S. federal income tax purposes in 2019 and faces a significant risk of being a PFIC in 2020, which could lead to adverse tax consequences for U.S. shareholders[189](index=189&type=chunk)[190](index=190&type=chunk) [Information on the Company](index=32&type=section&id=ITEM%204.%20INFORMATION%20ON%20THE%20COMPANY) Evogene is a biotechnology company using its Computational Predictive Biology (CPB) platform to develop products for agriculture, human health, and industrial applications, operating through market-focused subsidiaries and strategic partnerships [History and Development of the Company](index=32&type=section&id=A.%20History%20and%20Development%20of%20the%20Company) Evogene Ltd., founded in 1999 and spun off in 2002, has been listed on TASE since 2007 and Nasdaq since 2016, reorganizing divisions into subsidiaries in 2018-2019 with **$0.9 million** in 2019 capital expenditures - The company was founded in 1999, spun-off as an independent corporation in 2002, and has been listed on the TASE since 2007 and on Nasdaq since 2016[193](index=193&type=chunk)[194](index=194&type=chunk) Capital Expenditures (USD) | Year | Amount (in millions USD) | | :--- | :--- | | 2019 | $0.9 | | 2018 | $0.4 | | 2017 | $0.6 | [Business Overview](index=33&type=section&id=B.%20Business%20Overview) Evogene leverages its Computational Predictive Biology (CPB) platform to develop products in agriculture, human health, and industrial applications through market-focused subsidiaries and strategic partnerships, notably Corteva's **$10 million** investment in Lavie Bio and the establishment of Canonic in 2019 - Evogene's business model focuses on two pathways: establishing market-focused subsidiaries and engaging in direct strategic partnerships, both leveraging its CPB platform[201](index=201&type=chunk) - The company operates through subsidiaries and divisions in three main areas: Agriculture (ag-biologicals, ag-chemicals, seed traits), Human Health (microbiome therapeutics, medical cannabis), and Industrial Applications (castor seeds)[205](index=205&type=chunk) - In August 2019, Corteva AgriScience invested in Lavie Bio, providing **$10 million** in equity and contributing its shares in Taxon Biosciences in exchange for approximately **28%** of Lavie Bio's equity[212](index=212&type=chunk)[257](index=257&type=chunk) - In April 2019, the company established a new subsidiary, Canonic Ltd., to develop next-generation medical cannabis products[211](index=211&type=chunk)[393](index=393&type=chunk) [Organizational Structure](index=60&type=section&id=C.%20Organizational%20Structure) Evogene Ltd. operates through several significant subsidiaries, including **100%** ownership in AgPlenus, Canonic, and Casterra Ag, **90.9%** in Biomica, and **72.2%** in Lavie Bio Ownership of Significant Subsidiaries | Subsidiary | Jurisdiction | Ownership Interest | | :--- | :--- | :--- | | AgPlenus Ltd. | Israel | 100% | | Biomica Ltd. | Israel | 90.9% | | Canonic Ltd. | Israel | 100% | | Casterra Ag Ltd. | Israel | 100% | | Lavie Bio Ltd. | Israel | 72.2% | [Property, Plants and Equipment](index=60&type=section&id=D.%20Property%2C%20Plants%20and%20Equipment) The company's principal facilities include leased offices and labs in Rehovot, Israel, and a research and development facility in St. Louis, Missouri, housing Lavie Bio Inc. activities - The main corporate offices and labs are located in 3,209 square meters of leased space in Rehovot, Israel, with the lease expiring on December 31, 2021[430](index=430&type=chunk) - A research and development facility is leased in St. Louis, Missouri, expiring November 1, 2021, which houses the activities of subsidiary Lavie Bio Inc[433](index=433&type=chunk) [Operating and Financial Review and Prospects](index=61&type=section&id=ITEM%205.%20OPERATING%20AND%20FINANCIAL%20REVIEW%20AND%20PROSPECTS) This section details the company's financial performance, liquidity, and capital resources, showing a significant revenue decrease to **$0.8 million** in 2019, an operating loss widening to **$21.2 million**, and a strong cash position of **$46.9 million** bolstered by a **$10 million** Corteva investment [Operating Results](index=64&type=section&id=A.%20Operating%20Results) For 2019, total revenues decreased by **56.9%** to **$0.8 million** due to the completion of Monsanto collaboration activities, leading to an increased operating loss of **$21.2 million** despite a **77.0%** decrease in cost of revenues, while net loss narrowed to **$19.1 million** Comparison of Operating Results (U.S. dollars in thousands) | Item | 2019 (in thousands) | 2018 (in thousands) | Change (%) | | :--- | :--- | :--- | :--- | | **Total Revenues** | $753 | $1,747 | (56.9)% | | **Cost of Revenues** | $334 | $1,452 | (77.0)% | | **Gross Profit** | $419 | $295 | 42.0% | | **Operating Loss** | $(21,166) | $(19,989) | 5.9% | | **Loss** | $(19,115) | $(20,812) | (8.2)% | - The decline in 2019 revenues was mainly due to the completion of gene discovery and optimization activities under the collaboration agreement with Monsanto[463](index=463&type=chunk) - Research and development expenses increased by **7.5%** to **$15.8 million** in 2019, driven by payments for pre-clinical studies at Biomica, field trials at Lavie Bio, and seed collection acquisition for Canonic[467](index=467&type=chunk) [Liquidity and Capital Resources](index=68&type=section&id=B.%20Liquidity%20and%20Capital%20Resources) As of December 31, 2019, the company had **$46.9 million** in cash and equivalents and **$43.3 million** in working capital, with net cash used in operating activities at **$17.7 million**, bolstered by a **$10 million** Corteva investment and ongoing government grants - As of December 31, 2019, the company held **$46.9 million** in cash, marketable securities, and short-term bank deposits, and had working capital of **$43.3 million**[503](index=503&type=chunk) Cash Flow Summary (U.S. dollars in thousands) | Cash Flow Activity | 2019 (in thousands) | 2018 (in thousands) | | :--- | :--- | :--- | | **Net cash used in operating activities** | $(17,666) | $(15,161) | | **Net cash provided by investing activities** | $37,139 | $17,353 | | **Net cash provided by financing activities** | $9,306 | $297 | - Cash from financing activities in 2019 included **$10 million** from the issuance of subsidiary shares to third parties, primarily the Corteva investment[514](index=514&type=chunk) - The company has received government grants from entities like the IIA and BIRD, with total grants received from the IIA amounting to **$7.4 million** (including interest) through 2019[516](index=516&type=chunk)[517](index=517&type=chunk) [Directors, Senior Management and Employees](index=74&type=section&id=ITEM%206.%20DIRECTORS%2C%20SENIOR%20MANAGEMENT%20AND%20EMPLOYEES) This section details the company's leadership, compensation policies, and board practices, with aggregate compensation for directors and executive officers at approximately **$3.2 million** in 2019, and a total of **143** employees as of year-end 2019 [Directors and Senior Management](index=74&type=section&id=A.%20Directors%20and%20Senior%20Management) The company is led by President and CEO Ofer Haviv and a team of executive officers, with a six-member Board of Directors chaired by Martin S. Gerstel, a majority of whom are independent - The executive team includes Ofer Haviv as President and CEO of Evogene Ltd., with separate CEOs leading the subsidiaries Lavie Bio, Biomica, Canonic, and AgPlenus[542](index=542&type=chunk)[543](index=543&type=chunk) [Compensation](index=77&type=section&id=B.%20Compensation) In 2019, aggregate compensation for all directors and executive officers was approximately **$3.2 million**, governed by a formal compensation policy, with various share option plans for parent and subsidiary levels - Aggregate compensation for all directors and executive officers for the year ended December 31, 2019, was approximately **$3.2 million**[561](index=561&type=chunk) 2019 Compensation for Top 5 Executive Officers (in thousands, US$) | Name and Position | Salary and benefits (in thousands US$) | Bonus (in thousands US$) | Value of Options Granted (in thousands US$) | Total (in thousands US$) | | :--- | :--- | :--- | :--- | :--- | | Ofer Haviv, President and CEO | 366 | 76 | 96 | 538 | | Eran Kosover, CEO AgPlenus | 208 | - | 370 | 578 | | Ido Dor, CEO Lavie Bio | 209 | 48 | 404 | 661 | | Mark Kapel, EVP Technology | 199 | 35 | 51 | 285 | | Dorit Kreiner, CFO | 201 | 31 | 45 | 277 | - As of April 20, 2020, there were options to purchase **4,124,899** ordinary shares outstanding under the company's incentive plans, with an additional **1,653,827** shares available for future grants[583](index=583&type=chunk) [Board Practices](index=80&type=section&id=C.%20Board%20Practices) The Board of Directors consists of six annually elected members, adhering to Nasdaq independence and committee composition rules while leveraging exemptions from Israeli external director requirements, with established Audit, Compensation and Nominating, and Corporate Development Committees - The Board of Directors currently consists of six directors, elected annually for a one-year term[592](index=592&type=chunk)[593](index=593&type=chunk) - The company has opted out of the Israeli Companies Law requirement to appoint external directors, leveraging an exemption for foreign-listed companies without a controlling shareholder, and instead adheres to Nasdaq independence rules[599](index=599&type=chunk)[601](index=601&type=chunk) - The board has established an Audit Committee, a Compensation and Nominating Committee, and a Corporate Development Committee to oversee various aspects of governance and strategy[604](index=604&type=chunk)[612](index=612&type=chunk)[618](index=618&type=chunk) [Employees](index=87&type=section&id=D.%20Employees) As of December 31, 2019, Evogene and its subsidiaries had **143** employees, a decrease from **150** in 2018 and **165** in 2017, with **139** based in Israel and approximately **67%** engaged in research and development Total Employees (Year-End) | Year | Number of Employees | | :--- | :--- | | 2019 | 143 | | 2018 | 150 | | 2017 | 165 | - As of December 31, 2019, approximately **67%** of the company's workforce was engaged in research and development[534](index=534&type=chunk) [Major Shareholders and Related Party Transactions](index=88&type=section&id=ITEM%207.%20MAJOR%20SHAREHOLDERS%20AND%20RELATED%20PARTY%20TRANSACTIONS) This section identifies major shareholders with holdings greater than **5%**, including Waddell & Reed (**10.7%**), Senvest Management (**8.5%**), The Phoenix Holdings (**7.6%**), Monsanto Company (**6.4%**), and UBS Group (**5.3%**), and confirms related party transactions Major Shareholders (as of April 20, 2020) | Shareholder | Ownership Percentage | | :--- | :--- | | Entities affiliated with Waddell & Reed Financial, Inc. | 10.7% | | Entities affiliated with Senvest Management, LLC | 8.5% | | Entities affiliated with The Phoenix Holdings Ltd. | 7.6% | | Monsanto Company | 6.4% | | Entities affiliated with UBS Group AG | 5.3% | - All directors and executive officers as a group beneficially own **11.6%** of the company's shares[655](index=655&type=chunk) [Financial Information](index=94&type=section&id=ITEM%208.%20FINANCIAL%20INFORMATION) This section contains the company's consolidated financial statements and notes that the company is not currently involved in any significant legal proceedings, and has not paid dividends since its inception, planning to retain earnings for business use - The company is not currently involved in any legal proceedings that could be reasonably expected to have a significant effect on its financial position[687](index=687&type=chunk) - The company has never declared or paid dividends and intends to retain any future earnings to fund its business operations[688](index=688&type=chunk) [Additional Information](index=95&type=section&id=ITEM%2010.%20ADDITIONAL%20INFORMATION) This section provides details on material contracts, exchange controls, and taxation, including collaboration agreements with Bayer and Corteva, and the company's classification as a Passive Foreign Investment Company (PFIC) in 2019 for U.S. federal income tax purposes [Material Contracts](index=95&type=section&id=C.%20Material%20Contracts) The company's material contracts include collaboration and license agreements with Bayer (formerly Monsanto) and a share purchase agreement with Corteva related to its investment in the Lavie Bio subsidiary, alongside indemnification agreements with office holders - Key material contracts include collaboration agreements with Bayer and a share purchase agreement with Corteva for its investment in Lavie Bio[700](index=700&type=chunk)[701](index=701&type=chunk) [Taxation](index=96&type=section&id=E.%20Taxation) This subsection outlines material Israeli and U.S. federal income tax consequences for shareholders, noting general exemption from Israeli capital gains tax for non-residents but a **25%** dividend withholding tax, and the company's belief it was a Passive Foreign Investment Company (PFIC) in 2019 - Non-Israeli resident shareholders are generally exempt from Israeli capital gains tax on the sale of shares but are subject to a **25%** withholding tax on dividends (**30%** for a "substantial shareholder"), potentially reducible by tax treaties[707](index=707&type=chunk)[711](index=711&type=chunk) - The company believes it was classified as a PFIC for U.S. federal income tax purposes for the 2019 taxable year, which may subject U.S. Holders to adverse tax rules on excess distributions and gains[728](index=728&type=chunk)[732](index=732&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=103&type=section&id=ITEM%2011.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) The company is exposed to market risks, primarily foreign currency risk from USD revenues and NIS expenses, where a **10%** decrease in USD relative to NIS would have increased 2019 financing expenses by **$0.8 million**, and interest rate risk on its **$2.1 million** marketable securities - The company's primary market risk is foreign currency exposure, as most revenues are in USD while significant expenses are in NIS. A **10%** decrease in the USD relative to the NIS would have increased 2019 financing expenses by **$0.8 million**[758](index=758&type=chunk)[759](index=759&type=chunk) - The company is exposed to interest rate risk through its **$2.1 million** investment in marketable securities as of December 31, 2019. A hypothetical **0.5%** increase in interest rates would result in a potential fair value loss of approximately **$0.03 million**[762](index=762&type=chunk) PART II This section details the company's internal controls, disclosure procedures, and corporate governance practices, including audit committee composition and ethical guidelines [Controls and Procedures](index=104&type=section&id=ITEM%2015.%20CONTROLS%20AND%20PROCEDURES) Management concluded that the company's disclosure controls and procedures and internal control over financial reporting were effective as of December 31, 2019, with no material changes reported during the period - Management concluded that as of December 31, 2019, the company's disclosure controls and procedures were effective[768](index=768&type=chunk) - Based on an assessment using the COSO framework, management concluded that the company's internal control over financial reporting was effective as of December 31, 2019[771](index=771&type=chunk) [Corporate Governance](index=105&type=section&id=ITEM%2016.%20CORPORATE%20GOVERNANCE) This section covers various corporate governance topics, including the audit committee's financial experts, the company's Code of Ethics, and its adherence to Israeli law for certain governance matters as a foreign private issuer - The company has adopted a Code of Ethics and Proper Business Conduct applicable to all executive officers, directors, and employees[775](index=775&type=chunk) - As a foreign private issuer, the company follows Israeli corporate law instead of Nasdaq rules regarding quorum for shareholder meetings, which is set at **25%** of voting power[784](index=784&type=chunk) Principal Accountant Fees (2018-2019) | Fee Type | 2019 (USD) | 2018 (USD) | | :--- | :--- | :--- | | Audit Fees | $130,000 | $155,000 | | Audit-Related Fees | $5,000 | - | | Tax Fees | $14,000 | $23,000 | | **Total** | **$149,000** | **$178,000** | PART III This section presents the company's audited consolidated financial statements for the three years ended December 31, 2019, prepared in accordance with IFRS [Financial Statements](index=107&type=section&id=ITEM%2018.%20FINANCIAL%20STATEMENTS) This section includes the audited consolidated financial statements for Evogene Ltd. and its subsidiaries for the three years ended December 31, 2019, prepared in accordance with IFRS, showing total assets of **$71.4 million** and a net loss of **$19.1 million** for 2019 Consolidated Statement of Financial Position (U.S. dollars in thousands) | Account | Dec 31, 2019 (in thousands) | Dec 31, 2018 (in thousands) | | :--- | :--- | :--- | | **Total Current Assets** | $49,027 | $55,488 | | **Total Assets** | $71,364 | $58,694 | | **Total Current Liabilities** | $5,729 | $5,431 | | **Total Liabilities** | $11,147 | $8,388 | | **Total Equity** | $60,217 | $50,306 | Consolidated Statement of Profit or Loss (U.S. dollars in thousands) | Account | 2019 (in thousands) | 2018 (in thousands) | 2017 (in thousands) | | :--- | :--- | :--- | :--- | | **Revenues** | $753 | $1,747 | $3,381 | | **Operating Loss** | $(21,166) | $(19,989) | $(21,947) | | **Loss** | $(19,115) | $(20,812) | $(20,838) |

Evogene Ltd. (NASDAQ:EVGN) Q4 2019 Earnings Conference Call March 4, 2020 9:00 AM ET Company Participants Ofer Haviv – Chief Executive Officer Dorit Kreiner – Chief Financial Officer Conference Call Participants David Draiman – Draiman Asset Management Operator Ladies and gentlemen, thank you for standing by. Welcome to Evogene’s Fourth Quarter and Full Year 2019 Results Conference Call. All participants are present in a listen-only mode. Following management’s formal presentation, instructions will be give ...

Evogene Ltd. (NASDAQ:EVGN) Q3 2019 Earnings Conference Call November 13, 2019 9:00 AM ET Company Participants Ofer Haviv – Chief Executive Officer Elran Haber – Chief Executive Officer-Biomica Dorit Kreiner – Chief Financial Officer Conference Call Participants David Dreman – Dreman Asset Management Operator Ladies and gentlemen, thank you for standing by. Welcome to EvogeneÂ's Third Quarter 2019 Results Conference Call. All participants are present in a listen-only mode. Following managementÂ's formal pres ...

August, 2019 EVOGENE AT A GLANCE… Ofer Haviv, President & CEO SAFE HARBOR STATEMENT This presentation contains "forward-looking statements" relating to future events, and we may from time to time make other statements, regarding our outlook or expectations for future financial or operating results and/or other matters regarding or affecting Evogene Ltd. or its subsidiaries (collectively, "Evogene" or "we"), that are considered "forward-looking statements" as defined in the U.S. Private Securities Litigation ...

Evogene Ltd (NASDAQ:EVGN) Q2 2019 Earnings Conference Call July 31, 2019 9:00 AM ET Company Participants Ofer Haviv - CEO, Evogene Dorit Kreiner - CFO Ido Dor - CEO, Lavie Bio Operator Ladies and gentlemen, thank you for standing by. Welcome to Evogene's Second Quarter 2019 Results Conference Call. All participants are at present in listen-only mode. Following management's formal presentation, instructions will be given for the question-and-answer session. [Operator Instructions] As a reminder, this confere ...

Company Overview - Evogene aims to revolutionize product development in life-science markets using its Computational Predictive Biology (CPB) platform[6, 28] - The CPB platform utilizes AI and big data to predict candidates addressing product criteria early in development[13, 29] - Evogene's CPB platform is applied across various markets including Agriculture, Human Health, and Industrial Applications[19, 24] - The company has a corporate structure with subsidiaries focused on specific life-science markets, each with exclusive access to the CPB platform[23, 30] Financial Highlights - As of June 30, 2019, Evogene's cash position was approximately $46 million[31, 76] - The estimated net cash usage for 2019 is projected to be between $16 million and $18 million[76] - The company has no debt and is listed on both TASE (2007) and NASDAQ (2013)[31, 76] - In the first half of 2019, Evogene reported revenues of $540 thousand[77] - The operating loss for the first half of 2019 was $(9,372) thousand[77]

Evogene Ltd. (NASDAQ:EVGN) Q1 2019 Earnings Conference Call May 28, 2019 9:00 AM ET Company Participants Ofer Haviv - CEO Arnon Heyman - CEO, Canonic Dorit Kreiner - CFO Conference Call Participants Operator Ladies and gentlemen, thank you for standing by. Welcome to Evogene's First Quarter 2019 Results Conference Call. All participants are at present in listen-only mode. Following management's formal presentation, instructions will be given for the question-and-answer session. [Operator Instructions] As a ...