Good morning. We're delighted to announce this morning the acquisition of Arix Bioscience's assets. We believe that this is a transformational transaction that adds significant scale to our leading UK-listed life sciences fund and is a compelling value creation for all shareholders. I'm Woody Stileman, Managing Director of Business Development at RTW Bio. We'll be referring to the slides and prepared remarks that are available on RTW Bio's website. Before we begin, please can I remind you to review the disclaimer on slide two. Joining me on the call today are Rod Wong, Managing Partner and Chief Investment Officer at RTW, Chris Seiter, Chief Corporate Finance Officer at RTW, Stephanie Sirota, Partner and Chief Business Officer at RTW and Director of RTW Bio, and Robert Lyne, CEO of Arix Bioscience. Before we go into the details of the transaction, I will first hand over to Robert Lyne, CEO of Arix, to provide a brief overview and discuss the outcome of the strategic review that they announced in July. Thanks, Woody. Firstly, and very briefly, for those not familiar with Arix, we're a life sciences-focused venture capital firm dedicated to investing in breakthrough technologies. We've been listed on the LSE since our IPO in 2017, and have net assets of approximately $284 million or GBP 232 million. In July, we announced we were undertaking a strategic review. Since then, we have considered an extensive number of options, and today we're really pleased to be announcing the most compelling path forward for Arix is this transaction with RTW Bio. The Arix board believes this transaction is the optimal outcome for all Arix shareholders, and the executive and independent directors will be unanimously recommending that shareholders vote in favor of the resolutions to effect the transaction. As we turn to the next slide, we set out the rationale for why the recommendation is such a clear choice from the board's perspective. We'll come on to more detail about RTW Investments and its RTW Bio fund later, but from my own perspective, the perspective of the Arix board and for shareholders, to put it simply, RTW offers a superior platform to manage Arix's assets, allowing Arix to benefit from RTW's deep scientific expertise, greater resources with RTW's infrastructure, notably associated with its $5 billion of private funds, and a strategy that invests in a broader array of life science investment types. Scale and access to more deal flow gives RTW the ability to deploy Arix's capital more effectively and across a wider range of opportunities and portfolio company types. As we were evaluating this option with RTW, it was striking to me how complementary our investment goals were for identifying the best science to improve patient lives. RTW allows Arix to continue this important mission with a much wider aperture and meaningfully more capabilities, which you'll soon hear about. In short, RTW is aligned with our belief in the benefits and potential returns from investing in life sciences and is an excellent steward for your capital as a shareholder going forward. These factors combined present a meaningful long-term growth opportunity for our existing shareholders through RTW Bio share ownership. With that, I'll hand it to the RTW team to walk us through the numerous strong merits of this transaction. Thanks, Rob. Before we get into the detail on the transaction, for those of you less familiar with RTW, we'd like to share a bit of background. If you're new to the story and not so familiar with our structure, RTW Investments, LP is RTW Bio's external manager. RTW was founded in 2009 by Rod Wong, and today has grown to a team of over 75 people across three continents, with approximately $5 billion of assets under management. We are a specialist investment firm dedicated to solving the most challenging unmet patient needs by identifying, investing in, supporting and building innovative biotech and medtech companies. We do this by being science-led and through a full life cycle approach to investing across public and private securities and funding across the capital structure. Let me double-click on that. Science-led means we are dedicated experts in our field, with the majority of our investment team having advanced degrees. Science comes first in our investment strategies and thesis. Full life cycle means that we have the flexibility in our mandate to provide capital in various forms and asset classes across the life cycle of a company. For example, we help seed fund and create companies, but also provide equity, public equity to more mature businesses. Alternative structures such as royalty-backed and structured revenue-generating investments, rounds out our robust capabilities and enable us a privileged position when facing company management teams. We like to think we've done this successfully, as demonstrated by our nearly 22% annualized net return since inception in 2009. I should note that the 12+ year track record is for RTW's flagship private fund, not RTW Bio. RTW Bio, of course, also has an impressive track record, having achieved a circa 53% increase in NAV since the IPO in 2019, compared to a -15% return for the Russell 2000 Biotechnology Index and a +17% return for the NASDAQ Biotechnology Index in that same period. Turning to slide 7, I would like to provide a glimpse into our full life cycle strategy through examples. First is Rocket Pharma.... This investment showcases our company building prowess. We started by doing a year-long deep dive into gene therapy, which was emerging after a decade-long hiatus. We identified promising programs in academic settings, but very little being done outside of academia, so we started to-- we decided to start a company ourselves. Platform companies are well known today, but there were few platforms back in 2015. We thought there was no better way to leverage gene therapy replacement, replacement technology and use it to address a number of diseases under one umbrella. So we hired a world-class management team, we licensed technology from multiple universities, and we funded the company initially and through multiple data readouts. Today, Rocket is one of the largest pure-play gene therapy companies in the world, with a current market cap of $1.6 billion, and we continue to hold a large interest and play an active role in the company. Next is Prometheus Biosciences. This showcases our science-led strategy, depth of our in-house research, and our strong market position. We identified the promising science early and participated in the company's crossover and IPO rounds. We delivered an outsized return to investors when Merck acquired the company after only three years, netting us $99 million, equivalent to an 11.8x multiple on our $8.4 million of invested capital, and a greater than 20x return on capital invested in the private round. What is notable is the speed of value creation in this case study, which is achieved in part from the strength of our scientific conviction, coupled with our strong capital markets position. Finally, I'd like to highlight the 4010 Royalty Fund, also managed by RTW. We launched this fund in July 2023 to address underserved small and medium life sciences companies looking for growth capital. The bespoke growth capital solutions we provide are aligned with our equity thesis ethos, but also provides us with quarterly cash payments and a high return profile while avoiding equity volatility and binary outcomes of clinical readouts. So far, 4010 has funded two transactions with very promising public revenue-generating pharmaceutical company, Avadel, and medtech company, Allurion, and we expect the fund to provide regular cash payments in the future. I'm going to hand it to Chris for details of the transaction. Thanks, Steph. Many of you will have read this morning's release, so I won't spend too long here, but it's worth highlighting some key aspects of the transaction. RTW Bio is acquiring Arix's assets in exchange for the issue of new RTW Bio shares. Technically, this will be effected by a Section 110 scheme of reconstruction, which will be subject to a vote by Arix's shareholders. The terms and exchange ratio imply a price of GBP 43 per Arix share, which represents an approximately 46% premium to the Arix share price prior to the strategic review announcement. We also announced that RTW Bio has agreed to acquire approximately 25% of Arix from Acacia, Arix's largest shareholder, for cash at the same price as the stock consideration. At completion, existing RTW Bio shareholders will hold approximately 61% of the enlarged RTW Bio, while existing Arix shareholders will own the remaining 39%. We expect to close the transaction in early Q1, subject to regulatory approval. Moving to the next slide, here on the right-hand side, you can see the significant step change in net asset value of the enlarged RTW Bio on completion. As mentioned earlier, we believe this transaction offers benefits to both Arix and RTW, RTW Bio shareholders and creates a stronger RTW Bio for the future. For Arix, we and Arix's board, as Rob talked to, think this is a great outcome from their strategic review. If we compare the implied price of a $43, GBP 43, it represents a significant premium to the Arix share price prior to the announcement of their strategic review. There's also the opportunity to participate in the strategy and potential future growth as we deploy capital going forward. For RTW Bio shareholders, the transaction is expected to be accretive to net asset value per share at close. I'll now hand it to Rod to take you through the strategic rationale for the deal in more detail. Thanks, Chris. It's great to be speaking with you, and we're excited to welcome Arix shareholders and announce this transformational transaction. We really do believe there's a unique opportunity for all our shareholders. Arix's complementary strategy and life sciences assets deliver a step change in acceleration in our strategy, adding meaningful scale and liquidity to RTW Bio. RTW Bio is an optimal vehicle for RTW's full lifecycle approach. It provides an evergreen structure that enables us to invest opportunistically while avoiding the pitfalls and structural constraints of venture-only or public-only vehicles. Also, one of the reasons we decided to launch RTW Bio was to increase our presence in the U.K. ecosystem. The U.K. has excellent innovation, but lacks scale-up capital. We want to play our part in helping to improve that. I'm going to tell you a little bit more about RTW. Chris will go through the strategic rationale, and then I'll finish off the presentation for why now is an ideal time to be announcing this transaction. There are three key pillars that underpin RTW's status as a leading life sciences-specialized investor. They're important to understand how we have built the firm over the last 14 years. First, as we've touched on, we are science-led. We rely on our 43-person investment team, over half of whom hold advanced scientific or medical degrees, to identify and understand the science behind innovative opportunities that can really improve the lives of patients. Second, our unique strategy focuses on supporting companies throughout their full lifecycle, as Steph touched on, and enables us to hold long-term positions and maximize value capture across multiple catalysts and growth stages. Finally, our scaled private funds with $5 billion of assets under management provide us with access. We're at the table for nearly all meaningful fundraising and transaction events in our sector, whether we are leading or syndicating. We have also built expertise as business builders with in-house teams focused on operations and transactions. So this infrastructure was one of the key factors that enabled us to successfully create Rocket, Ji Xing, the 4010 Royalty Fund, our SPACs, and other opportunities. These are the key pillars that have driven our success over the past 14 years and enabled us to generate the returns that we noted earlier. First on research, our 43-person investment team of medical and scientific experts facilitates a science-led approach to idea generation. Importantly, the research team is sub-specialized by disease area, modality, and functional expertise. Our search and evaluation efforts are therefore conducted by the relevant experts, who then work together as a team to identify quality investment opportunities. Additionally, our Omni research team is an internal capabilities that sits at the top of the sourcing funnel. By collecting data from medical and scientific conferences globally, it provides us with a constant view into the earliest and most impactful innovation. Turning to page thirteen, we have a few examples of positions held by RTW Bio that highlight our full lifecycle investing strategy. The way I think about this is our firm first and foremost works to identify the most promising or interesting science ideas, and then we find the best capital and operational solutions to meet the needs of the particular situation or company need. We can support science and companies across the diverse set of situations, from investing in public and private companies, creating companies, providing structured finance and royalty solutions, and taking companies public through special vehicles. All of this provides RTW, RTW Bio with unique exposure to a diverse range of value creation opportunities and drives our strong return profile, and this is central to the strategy. What this means for Arix shareholders is an expanded opportunity set beyond exclusively venture investments and adding a scaled public equity manager, access to crossover investing in IPOs, royalties, and RTW-created newcos and SPACs. I'm going to turn it over to Chris to talk through some of the deal rationale detail on the next couple of slides. Thanks, Rod. First, let's take a more detailed look at the current Arix portfolio. As the slide shows, Arix's last reported NAV was GBP 284 million, with $129 million of cash. Of course, following the completion of the transaction, we can see a real benefit of this entire portfolio being managed and deployed by RTW Bio, providing additional exposure to innovative life science companies. In terms of portfolio highlights, at the end of September, the portfolio comprised 15 public assets and seven private assets. Of note, on the public side, Arix's largest position is Disc Medicine, which is well funded and recently announced positive phase II data. There are also very high-quality private companies in the Arix portfolio, like Artios, Arix's largest private position, which is also in the RTW Bio portfolio. Turning to the next slide, as mentioned, there's an immediate opportunity to deploy Arix's substantial cash position. We have a proven track record of deploying capital into some of the most innovative and compelling life science assets. We made nine new investments in 2022 and 2023, despite a historically slow biotech market. These new investments have been matched by a steady stream of positive outcomes from our portfolio companies, where we have seen seven liquidity events from IPOs and M&A exits during the same time period. Notably, we exited Prometheus with fantastic returns, as mentioned earlier. One critical aspect I want to highlight that is different about RTW than Arix, that I think offers a meaningful benefit. As Rod outlined, a key element of RTW Bio is our full lifecycle investment strategy. We deploy capital in innovative life science companies to maximize value through both public and private investments, including royalties and alternative vehicles. Another key distinction is RTW Bio's capability to invest cash immediately through its other public portfolio, which leverages and matches public long positions held in other RTW funds to generate returns rather than holding cash. This allows for efficient and rapid deployment of cash into quality, return-producing investments, leveraging RTW's broader platform. Putting the RTW Bio and Arix portfolios side by side, you can see their complementary nature as well as the scale opportunity. It's quite compelling. The pie chart really highlights the significant increase in investment liquidity through the addition of Arix's $200 million of cash and public positions. The NAV is meaningfully expanded by approximately 63% to a combined value of over $550 million. T his delivers immediate scale advantages, which have tangible benefits to RTW Bio. At the same time, the combined portfolio benefits from increased diversification of assets across the private and public book. As we think about what the transaction means for shareholders, we like to think of this in two categories. First, what's the day one impact to shareholders of both Arix and RTW Bio? And secondly, and perhaps this is more important and where we really get excited, what is the long-term growth potential? Dealing with day one first, for Arix shareholders, we've already talked about the substantial premium versus the share price prior to the strategic review announcement. For RTW Bio shareholders, the deal is expected to be accretive to NAV per share on day one following completion. In the longer term, the strategy is straightforward. We'll be looking to continue our record of NAV growth, which is an impressive 53% since IPO, despite most of that having occurred through the second worst bear market in the sector's history. On the next slide, with the infrastructure from RTW and our track record, we already see ourselves as a leading UK-listed life science fund. But as you can see on this page, the transaction really secures our position by net asset value as well. This enhanced profile has a range of benefits, and I'll highlight a couple. First, from a public markets perspective, we'll have a much broader and more diverse shareholder register. This, combined with increased market cap, we would expect to materially increase the secondary market liquidity of RTW Bio shares following completion. Lastly, while not certain, we also hope for further boost in liquidity with potential index inclusion. Operationally, it's very straightforward. With a larger asset base, we will extract more economies of scale and will benefit from a more efficient cost base going forward as a combined company. Finally, and something we're very focused on, is when we put all these factors together, we think there's a real opportunity for RTW Bio to have a re-rating uplift. Over the long term, since admission, our shares have traded much tighter to NAV when we compare that to the discount we traded at last week, and the significant discount Arix was trading at prior to the announcement of their strategic review. There is a material re-rating opportunity if we can return to our historical price to NAV, which we think will happen with the enhanced profile of the combined entity. With that, I'll turn it back to Rod to speak to the current life sciences investment opportunity. Thanks, Chris. I'll close by taking a step back with a big, bigger picture view at the opportunity ahead for the new RTW fund. First, we're living in the golden age of innovation for our sector. This is driven by cheap genetic information and the significant increase in the number of modalities that have been developed into drugs. For nearly 40 years, we've really relied on three primary modalities: small molecules, antibodies, and proteins. And in only the last decade, this number of modalities has tripled, now to include gene therapies, cell therapies, ADCs, et cetera. And all of these technologies that I just ticked through have been proven by successful drugs. We think the next couple of decades, we'll see the number of approved drugs really increase as these modalities mature. Second, the Russell 2000 Biotechnology Index has suffered a 70% drawdown from February 2021 to today. As a result, the sector has round trip to a level it first achieved in late 2014, nearly 10 years ago. The longest bear market ever lasted three years, from March 2000 to March 2003, and we're only four months shy of hitting that record. As a result, valuations are now only about 20% above financial crisis lows. The amount of substantive innovation that has taken place during this period, including the emergence and validation of the new modalities I talked about, as well as blockbuster commercial products from them, really makes this market downturn even more striking. And finally, M&A is on track for its third best year ever. This is driven by large pharma patent cliffs that are coming, starting in 2025, that last through the end of the decade. They also have record amounts of cash, and the... In the US specifically, the passage of the IRA is causing pharmas to shift into biologic and novel modalities, and these are expertise that they do not have and need to acquire. The FTC antitrust rules means that a repeat of mega mergers as a solution for declining revenues is not a solution this cycle. And finally, pharmas are seeing the depressed market environment that I mentioned, and they are active in looking to acquire growth for historically cheap valuations. So to summarize, low valuations, combined with high innovation and accelerating M&A, all increase the odds that we are approaching a recovery. We have been seeing some small signs of improvement, with individual public securities now behaving a bit more rationally around events versus the previous two years and an improvement in dispersion. And that's excellent news for a stock-picking strategy like ours. So I'll conclude our remarks on this transformational acquisition of assets and widening of our shareholder base, by saying how exciting we really think this opportunity is. The transaction adds meaningful and immediate scale to firmly establish RTW Bio as a leading UK-listed life sciences investor. Combining these two complementary portfolios while leveraging the RTW diverse strategy, really is a unique opportunity, and we're confident we're well-placed to deliver strong growth in the future as a combined company. This year, the opportunity in private investing has already begun to improve. We've been making new investments, and additional capital will position us well to be a leader in the recovery. The deals that are getting done are happening at attractive valuations, and they are performing well. The royalty opportunity set is similarly attractive, as well as the chance to selectively buy into highly asymmetric opportunities in the public markets. Finally, we look forward to welcoming our new shareholders following the completion of the deal. In the meantime, if you'd like to join one of the live Q&A sessions that we're hosting later today, then please get in touch with Numis or Buchanan. You can find their contact details at the bottom of the RNS announcement on our website. Furthermore, we'd be delighted to welcome you to our first-ever Capital Markets Day, which we're hosting on Tuesday, the fourteenth of November. The event is for professional investors and by invite only. If you'd like to request an invite, then please email us at ir@rtwfunds.com. Thank you.
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