Solid Biosciences Business Update Call

Business Update Call

Caitlin Lowie - VP, Communications and IR, Solid Biosciences

Ilan Ganot - Co-Founder, President and CEO, Solid Biosciences

Bo Cumbo - President, Chief Executive Officer of AavantiBio

Carl Morris - Chief Financial Officer, Solid Biosciences

Jenny Marlow - Chief Scientific Officer, AavantiBio

Steve DiPalma - Interim Chief Financial Officer, Solid Biosciences

Unidentified Analyst -

Unidentified Analyst - Jefferies

Unidentified Analyst - Barclays

Unidentified Analyst - J.P. Morgan

Unidentified Analyst - Chardan

Ladies and gentlemen, thank you for standing by and welcome to today s joint conference call with Solid Biosciences and AavantiBio to discuss their

strategic business transaction. Please be advised that today s conference may be recorded.

I would now like to hand the conference over to Caitlin

Lowie, Vice President of Communications and Investor Relations at Solid Biosciences. Ms. Lowie, you may begin.

Good morning, and thank you, operator. Before we begin, I would like to remind everyone that this discussion and the accompanying presentation will contain

forward-looking statements based on the current expectations of Solid Biosciences and AavantiBio, including but not limited to statements regarding the expected timing, completion, effects, and potential benefits of the proposed merger and private

placement of our future expectation plan and prospects for the combined company.

Such statements represent management s judgment and intention as of

today, and involve assumptions, risks, and uncertainties. Actual results could differ material - materially from those discussed in these forward-looking statements due to a number of important factors, risks, and uncertainties, including those

risks set forth on slide two of the accompanying presentation and other risks described in the risk factors section of our most recently filed annual report on Form 10-K and other periodic reports filed with

the SEC. Solid and AavantiBio undertake no obligation to update any forward-looking statements after the date of this call.

Further, as indicated on slide three of the accompanying presentation, Solid Biosciences intends to file a

preliminary and definitive proxy statement with the SEC relating to the proposed merger and private placement. Please be advised to read, when available, the preliminary and definitive proxy statements and the other relevant documents filed with the

SEC, as these will contain important information about Solid, AavantiBio, and the transaction. Once available, these documents can be obtained free of charge from the SEC at SEC.gov or on the Solid Biosciences website.

With me on today on the call are Ilan Ganot, Co-Founder, President, and Chief Executive Officer of Solid Biosciences;

Bo Cumbo, President and Chief Executive Officer of AavantiBio; Steve DiPalma, Solid s interim Chief Financial Officer; Dr. Carl Morris, Solid s Chief Financial Officer; and Dr. Jenny Marlow, Chief Scientific Officer for

During today s call, we will share details of the strategic update the company announced this morning. Yesterday, Solid entered into a

definitive merger agreement to acquire AavantiBio, a privately held gene therapy company. Solid also entered into a securities purchase agreement with a select group of healthcare and biotech investors for a $75 million private placement that

is expected to close concurrently with the closing of the merger.

We will begin with opening remarks from Ilan, who will share details of the planned

acquisition of AavantiBio, followed by Bo, who will discuss Solid s strategic path forward. We will then open the call to questions. Before I turn the call over to Ilan, I want to acknowledge that the materials related to these transactions

were filed with the SEC this morning.

I d like to turn the call over to Solid s CEO, Ilan Ganot. Ilan?

Thanks, Caitlin, and thank you all for

joining us this morning. When we founded Solid nearly 10 years ago, we wanted to identify a meaningful treatment meaningful treatment options for the boys and families who live with the devastating consequences of Duchenne muscular dystrophy.

Over that time, Solid has experienced many ups and downs, but our commitment to patients and our mission has remained our guide.

I personally have had

the privilege of watching great science be conducted by our team, and the lives of boys who have been treated with our product candidate in clinical trials be improved. As the leadership team, the board and I have discussed how to position Solid for

success in the future and ensure that our treatment can reach patients.

We recognized a number of challenges that we were continually facing. One, manufacturing is a critical

factor in the development process. Two, a single disease focus with a single asset exposed us to greater market volatility and risk. Three, Solid has produced some interesting and innovative technologies, but was not able to explore their potential

In April, we began to address the first challenge when we announced our intention to focus our manufacturing on a single manufacturing

methodology, transient transfection, because we believed it would improve our consistency of supply as well as potentially improve the quality of the product candidate. That decision has thus far proven to be a positive one.

Today s announcement of the proposed merger and private placement I believe will help address the last two challenges. We believe that diversifying

Solid s business into more disease areas will allow us to open doors to new investment and create a more stable business model to move our Duchenne program to patients. AavantiBio emerged as an ideal partner, and a group of healthcare and

biotech investors agreed to commit $75 million in a PIPE that was announced alongside the acquisition of AavantiBio.

First, a bit about the

transactions before I hand it over to Bo Cumbo, who will assume the role of President and CEO of Solid upon the closing of the transactions. The acquisition of AavantiBio is expected to strengthen and expand Solid s pipeline and add

organizational capacity to help advance our programs into and through commercialization, and hopefully ultimately to patients.

developing a gene transfer product candidate for Friedreich s ataxia, or FA, another neuromuscular disease, as well as a product--as well as product candidates for cardiac indications, including

BAG3-mediated dilated cardiomyopathy. Together, we believe that Solid has the potential to become a leader in gene therapy for neuromuscular and cardiac diseases.

When discussions began to with Bo and the AavantiBio team, it was clear on that their--it was clear that sorry,

it was clear early on that there were some natural synergies. First, AavantiBio has some great talent that would complement the leadership team we have here Solid. As you will see, the new team has strong leaders in all areas of the organization.

Second, the companies have similar pipelines. Obviously, Solid is focused on Duchenne, a neuromuscular disorder that has cardiac manifestations. There

are many similarities between Duchenne, Friedreich s ataxia, and the cardiac programs that AavantiBio is developing. We re also both working to identify promising next generation novel capsids.

Finally, both companies have found themselves in a similar place with manufacturing. Just as we have begun to focus on transient transfection-based

manufacturing in our manufacturing platform, AavantiBio has made a similar decision to switch from HSV to transient transfection. We believe we can drive consistent drug product with desired quality attributes by having a single specialized CMC team

working across these programs. All of these activities will support our goal of having multiple programs in the clinic in the coming years, leading with SGT-003 for Duchenne.

Now, few details on the transactions we announced in the press release earlier this morning. Solid signed a

definitive agreement to acquire AavantiBio concurrently with a $75 million private placement in Solid. The private placement will add to the combination of existing cash from both Solid and Aavanti.

The merger is an all stock transaction where, upon closing, AavantiBio shareholders will own approximately 15% of the combined company. Upon the closing, the

combined company will operate as Solid Biosciences under the ticker SLDB, and AavantiBio will become a wholly-owned subsidiary of Solid.

been approved by the boards of Solid and AavantiBio, as well as stockholders of AavantiBio. We expect the merger to close by the end of this year, subject to approval of Solid stockholders and other customary closing conditions.

The $75 million PIPE will close concurrently with the acquisition of AavantiBio. In the PIPE, we agreed to sell approximately 159 million shares of

common stock at $0.47 per share. Our lead investors in the PIPE are Perceptive Advisors, RA Capital Management, and Bain Capital Life Sciences. Other new and existing investors include CaaS Capital Management, Invus, Laurion Capital Management, and

Pura Vida Investments.

Finally, we expect the combined company to have cash and investments of approximately $215 million at close, which we expect

will be sufficient to fund operations and capital expenditures into 2025 and through important milestones for the lead programs.

With that, I am going to

hand it over to Bo Cumbo. I have known Bo for nearly 10 years now. I ve also worked closely with Bo recently as we have discussed how to bring these two organizations together. Through that process, we discussed the future leadership of the

company as I was thinking about my next phase.

Bo has significant experience bringing products through development and commercialization, and I believe

he is a strong leader for this next phase of Solid. I look forward to working with Bo in the future, both as a member of Solid s Board of Directors and as a strategic business advisor during this transition period.

Thanks, Ilan. I m really glad to join you

today. While I ve been out of DMD for multiple years and had not anticipated coming back into the Duchenne space, I m truly excited to help the children, young men, and their extended families suffering from the consequences of Duchenne. I

care deeply for this patient community, and I hope that Solid, as well as the entire industry trying to make advancements in care for patients suffering from DMD, find success and change the course of this disease.

With that said, I have a vision of building a company that will tackle additional severe genetic diseases,

and we hope to be a leader in developing novel therapies in both the neuromuscular and cardiac spaces. Over the next few slides, I will walk you through what we envision the future of the company will become and what we expect to happen in the next

As Ilan mentioned, the core of the company will be built upon three pillars; people, pipeline, and process. And I m going to walk

through each of those, but first a bit about the combined company. We will be headquartered in Charlestown, Massachusetts under Solid s roof. They have great R&D and analytical and process development labs. We also will leverage

Aavanti s Vector Core, located in North Carolina, that can produce material for small-scale studies while our PD teams can stay very focused on our lead programs. We value AavantiBio s current relationship with the University of Florida,

and we intend to maintain a research presence in Gainesville.

As Ilan noted, this merger would significantly diversify Solid s pipeline. All of the

programs in the combined company s pipeline focus on rare diseases that are estimated to have greater than 5,000 treatable patients in the United States alone. As we look out over the next few years of the combined company, we have some key

anticipated milestones we aim to achieve.

First, we expect to close the transaction by the end of this year following a Solid shareholder vote. In mid-2023, we anticipate an IND submission for SGT-003. You probably saw in the press release that SGT-003 has been prioritized over

Solid s first generation program, SGT-001, which will be paused.

We will get into that in a minute, but

after having lengthy discussion with Solid s leadership team these past few weeks, I m very supportive of their decision to make SGT-003 the primary focus of the company s Duchenne efforts

In addition, in the second half of 2024, we anticipate submitting an IND for our other lead program,

AVB-202, for the treatment of Friedreich s ataxia. This is a neuromuscular disorder that has neurological as well as cardiac manifestations affecting muscle control and coordination, with possible loss of

vision, hearing, and slurred speech.

We also plan to initiate IND enabling activities for AVB-401 for the

treatment of BAG3-mediated dilated cardiomyopathy, or BAG3, in 2024. BAG3 is a devastating disease that can ultimately lead to halt heart failure. We also plan to continue our effort to develop novel AV cardiac directed capsids for our emerging

We re excited to highlight the executive team post merger. This group has extensive experience in genetic medicine and will be a

major asset to the combined company as we move forward. After the closing of the merger, I will assume the role as the president and CEO. I ve been in the industry for 28 years in specialty or rare disease companies.

For the past two years, I ve been solely focused on building AavantiBio, and am extremely proud of the

exciting work we have done. Before Aavanti, I was at Sarepta Therapeutics for eight years, where I served as the Executive Vice President and Chief Commercial Officer. Prior to that, I worked at both Vertex and Gilead.