2024 Letter to Shareholders

DEAR XOMA STOCKHOLDERS,

We made good progress over the course of 2023 towards advancing the company’s differentiated royalty business model.
As is the case with any emerging biotech portfolio, there were both positive and negative developments, although many of our key near-term drivers of value remain intact. Most importantly, in late December, we fundamentally changed the composition of our balance sheet, adding up to $140 million in non-dilutive capital by partially monetizing our VABYSMO® (faricimab) royalties, economics that we purchased in 2021 for $14 million. Interestingly, XOMA now has more cash on its balance sheet than at any point in its 43-year history.
Upon joining the firm in early 2023, Brad Sitko, our Chief Investment Officer, and I made it clear that our intent was to maintain a disciplined approach to our capital allocation by (1) focusing on business development, which is paramount to our long-term prospects, and (2) returning capital to our stockholders upon success. In that vein, in January 2024, subsequent to our $140 million VABYSMO® transaction, we announced a stock repurchase program for up to $50 million. Growing royalty receipts coupled with a relatively static expense base and a diminished share count should lever future returns to the benefit of our long-term stockholders.

2024 Top Priorities

XOMA occupies a unique position in the royalty monetization space, one that is distinct from the vast majority of our competitors.  We focus our efforts across the lifecycle of drug development, from early stage assets entering the clinic to commercially available programs.  The underlying premise is to balance, over time, revenue generating assets that support our notional value with the high-risk, yet high-reward, early stage programs that have the potential to generate significant technology value for XOMA prior to commercialization.

Today, XOMA has five cash flow generating assets, up from one just over a year ago, including the recently approved OJEMDA™ (tovorafenib), Day One’s type II RAF inhibitor for relapsed or refractory BRAF-altered Pediatric Low-Grade Glioma (pLGG), the most common form of childhood brain cancer.  In addition, in a deal announced in late April, we acquired a royalty stream derived from the end user sales of XACIATO™ (clindamycin phosphate) vaginal gel 2%, which is marketed by Organon, one of the premier women’s health companies.  And by the end of 2024, assuming regulatory success, we anticipate having six cash flow generating assets, as Zevra Therapeutics’ arimoclomol for Niemann-Pick Type C disease has a PDUFA date in late September.  These assets either address a critical unmet need or possess a best-in-class profile that should generate significant cashflows for XOMA over time.

Capital Deployment

Relative to years past, the quantity, breadth, and attractiveness of the Company’s business development pipeline for royalty acquisitions is quite robust, likely a function of the external funding market, which has been subdued of late for early stage companies, and an increasingly proactive business development effort.  While we reviewed a number of interesting opportunities in 2023, our acquisition activity was limited by the lack of capital on our balance sheet.  The VABYSMO® financing transaction significantly enhances our cash position and provides us with the opportunity to fulfill our objective of being a trusted partner and royalty capital solutions provider within the biotech ecosystem.

Much of our royalty portfolio is a legacy of XOMA’s BCE technology and Phage display libraries, although many of our most important and most valuable assets are a result of acquisitions completed in recent years.  Most of these acquisitions were sourced through our network of partners, including shareholders, investment banks, lawyers, and industry contacts.  And while we will look to continue to broaden our network, especially in emerging markets and Europe, we intend to take a more proactive approach in identifying potential opportunities for capital deployment.  With the pace of scientific achievement showing no signs of decelerating, we believe it will be increasingly important to identify and allocate capital to potentially game-changing therapies as a means to drive total shareholder return for XOMA stakeholders.

Capitalize on Our Value Proposition

The biotech funding market has certainly improved off the lows of 2022 and 2023, evidenced by the strength of the XBI (Nasdaq Biotechnology Index) in 4Q 2023 (+26%), and more recently, the reemergence of the biotech IPO and secondary equity offerings.  With that said, the market remains bifurcated, as the majority of the recent financings involve companies with late-stage compounds.  For earlier-stage companies or those still in search of proof-of-concept, a group that commands much of our interest, capital remains elusive, especially at a reasonable cost of capital.

Historically speaking, royalty and milestone monetizations were utilized as a financing of last resort.  Today, the virtues of this financing type are increasingly appreciated, not only by the management and Boards of our partners, but also by their shareholders.  Royalty financings provide risk-based capital, limit equity dilution, and often unlock hidden value to the benefit of all parties.

XOMA prides itself on providing bespoke royalty capital solutions, tailored to address the financial needs of our partners.  In 2024, in addition to being more proactive, we intend to use the assets within XOMA, namely our people, permanent capital structure, creativity, structuring experience, and patience, to capitalize on the current opportunities arising from the have and have nots.

Identify Opportunities to Unlock Value for Stockholders

There are multiple avenues by which we can build XOMA’s royalty portfolio, as well as build XOMA’s balance sheet.  We think creatively to identify the appropriate risk-adjusted opportunities that deliver cash to XOMA today and/or have the potential to generate cash for XOMA in the future.  This February, we announced the acquisition of Kinnate Biopharma.  While returning the majority of Kinnate’s cash to its stockholders, we expect we’ll add over $9.5 million, net, in non-dilutive cash to our balance sheet, as well as several precision oncology programs that we are actively seeking to monetize through sale or out-licensing.  This acquisition reflects one creative approach that unlocks value for both our stockholders and Kinnate’s investors – today and into the future.

Drive Total Shareholder Return

XOMA is unique among its peers, having only recently transitioned into the royalty space as of 2017.  At the end of 2023, we had approximately $160 million in cash and no corporate debt1.  We have a small, but growing number of products that are generating royalties, followed by a visible pipeline that continues to mature with the passage of time.  Investors have an opportunity to participate in two separate publicly traded classes of stock (common – XOMA – and preferred – XOMAP and XOMAO) catering to different return objectives.

Our recently announced $50 million share buyback fulfills one of the key tenets that we outlined last year: returning capital to shareholders upon success.  We believe a balanced approach to capital allocation is important in both theory and practice.  In addition, in an effort to further align the interests of XOMA employees and our shareholders, we changed the equity compensation for every employee in the company, moving from options to performance stock units (PSUs) with strike prices significantly ahead of the prevailing stock price.

With a sizable portfolio that is diversified across therapeutic areas, mechanisms, modalities, stages of development, and partners, we are building the foundation for a company that has the potential to drive long-term shareholder value.  We believe our actions in 2023 support that assertion, and we hope our efforts in 2024 solidify that thinking. 

As I close this letter, there is a collective excitement within XOMA – work from years past is starting to pay off.  Our business model is more relevant than ever, and market dynamics provide ample opportunity to further build XOMA’s royalty and milestone portfolio.  Thank you for your continued support. 

Sincerely,

Owen Hughes

Forward-Looking Statements/Explanatory Notes

Certain statements contained in this letter are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding the potential of XOMA’s portfolio of partnered programs and licensed technologies generating substantial milestone and royalty proceeds over time, and creating additional value for the stockholders.  In some cases, you can identify such forward-looking statements by terminology such as “believe,” “expect,” “look forward,” “plan,” “potential,” “will” or similar expressions.  These forward-looking statements are not a guarantee of XOMA’s performance, and you should not place undue reliance on such statements.  These statements are based on assumptions that may not prove accurate, and actual results could differ materially from those anticipated due to certain risks inherent in the biotechnology industry, including those related to the fact that our product candidates subject to out-license agreements are still being developed, and our licensees may require substantial funds to continue development which may not be available; we do not know whether there will be, or will continue to be, a viable market for the products in which we have an ownership or royalty interest; if the therapeutic product candidates to which we have a royalty interest do not receive regulatory approval, our third-party licensees will not be able to market them; and other potential risks described in more detail in XOMA’s most recent filing on Form 10-K and in other SEC filings.  Consider such risks carefully when considering XOMA’s prospects.  Any forward-looking statement in this letter represents XOMA’s beliefs and assumptions only as of the date of this letter and should not be relied upon as representing its views as of any subsequent date.  XOMA disclaims any obligation to update any forward-looking statement, except as required by applicable law.

EXPLANATORY NOTE: Any references to “portfolio” in this press release refer strictly to milestone and/or royalty rights associated with a basket of drug products in development.  Any references to “assets” in this press release refer strictly to milestone and/or royalty rights associated with individual drug products in development.

As of the date of this press release, the commercial assets in XOMA’s milestone and royalty portfolio are VABYSMO® (faricimab), OJEMDA™ (tovorafenib), XACIATO™ (clindamycin phosphate) vaginal gel 2%, IXINITY® [coagulation factor IX (recombinant)], and DSUVIA® (sufentanil sublingual tablet).  All other assets in the milestone and royalty portfolio are investigational compounds.  Efficacy and safety have not been established.  There is no guarantee that any of the investigational compounds will become commercially available.

  1. Excludes asset-backed debt at XOMA subsidiaries.