Exhibit 99.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), is made and entered into as of May 14, 2007, by and among Inverness Medical Innovations, Inc. a Delaware corporation (the "COMPANY"), and the purchasers...Registration Rights Agreement • May 15th, 2007 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • New York
Exhibit 99.2 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT is made as of the 14th day of December, 2001, by and between Inverness Medical Innovations, Inc. (the "Company"), a corporation organized under the laws of the state of Delaware, with...Stock Purchase Agreement • March 14th, 2002 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • Massachusetts
May 21, 2002 SG COWEN SECURITIES CORPORATION As Representative of the several Underwriters 1221 Avenue of the Americas New York, New York 10020 Dear Sirs: 1. INTRODUCTORY. Inverness Medical Innovations, Inc., a Delaware corporation (the "COMPANY"),...Underwriting Agreement • May 29th, 2002 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • New York
ANDAsset Purchase Agreement • May 23rd, 2007 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • England
EXHIBIT 1.1 6,000,000 SHARES INVERNESS MEDICAL INNOVATIONS, INC. COMMON STOCK, PAR VALUE $.001 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • January 26th, 2007 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • New York
Exhibit 4.4 REGISTRATION RIGHTS AGREEMENT Dated as of February 10, 2004Registration Rights Agreement • March 15th, 2004 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • New York
WITNESSETHCredit Agreement • March 1st, 2007 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • New York
as Issuer andIndenture • May 15th, 2007 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • New York
EXHIBIT 99.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (the "AGREEMENT"), is made and entered into as of May 9, 2007, by and among Inverness Medical Innovations, Inc. a Delaware corporation (the "COMPANY"), and the undersigned...Securities Purchase Agreement • May 15th, 2007 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • New York
BY AND AMONGStock Purchase Agreement • March 16th, 2007 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • Virginia
CREDIT AGREEMENT Dated as of November 14, 2002Credit Agreement • November 19th, 2002 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • New York
EXHIBIT 10.5 TRADEMARK LICENSE AGREEMENT THIS AGREEMENT is made and entered into as of the 19th day of February, 1997, and effective as of the Effective Date as defined below, by and between AMERICAN CYANAMID COMPANY, a Maine corporation (Licensor),...Trademark License Agreement • September 24th, 2001 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • New York
RECITALSSupplemental Indenture • May 10th, 2007 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • New York
ANDSale Agreement • May 7th, 2002 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances
INDENTURE Dated as of February 10, 2004 8 3/4% Senior Subordinated Notes due 2012 CROSS-REFERENCE TABLEIndenture • March 15th, 2004 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • New York
Exhibit 99.3 NOTE AND WARRANT PURCHASE AGREEMENT THIS NOTE AND WARRANT PURCHASE AGREEMENT (the "Agreement") is made as of the 14th day of December, 2001, by and between Inverness Medical Innovations, Inc. (the "Company"), a corporation organized under...Note and Warrant Purchase Agreement • January 4th, 2002 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • Massachusetts
CONFORMED COPY ASSET PURCHASE AGREEMENTAsset Purchase Agreement • October 4th, 2002 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • New York
EXHIBIT 10.43 COMMERICAL LEASE THIS COMMERCIAL LEASE (the "Lease"), is made this 1st day of August, 1998, between the Chang Family Trust ("Lessor"), and Applied Biotech, Inc., a California corporation, with offices at 10237 Flanders Court, San Diego...Commercial Lease • March 15th, 2004 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • California
SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • March 15th, 2004 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • New York
RECITALSStockholder Voting Agreement • October 1st, 2001 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • Delaware
AGREEMENT AND PLAN OF MERGER by and among:Merger Agreement • May 15th, 2007 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • Delaware
amongAsset Purchase Agreement • May 23rd, 2007 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • New York
AGREEMENT AND PLAN OF MERGER By and Among ABBOTT LABORATORIES and ALERE INC. Dated as of January 30, 2016Merger Agreement • February 1st, 2016 • Alere Inc. • In vitro & in vivo diagnostic substances • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of January 30, 2016 (this “Agreement”), is by and among Abbott Laboratories, an Illinois corporation (“Parent”), and Alere Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Section 8.12.
Exhibit 10.45 FIRST AMENDMENT AND CONSENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT AND CONSENT, dated as of April 17, 2003 (this "AMENDMENT"), to the Credit Agreement, dated as of November 14, 2002 (as amended, supplemented or otherwise modified from...Credit Agreement • April 25th, 2003 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • New York
RECITALSSeventh Supplemental Indenture • May 10th, 2007 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • New York
Exhibit 10.41 FIRST AMENDMENT AND CONSENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT THIS FIRST AMENDMENT AND CONSENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT, dated as of November 17, 2003 (this "AMENDMENT"), to the Second Amended and...Credit Agreement • March 15th, 2004 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • New York
Exhibit 99.1 THIS SUBORDINATED NOTE AND WARRANT PURCHASE AGREEMENT CONTAINS A LIMITED POWER OF ATTORNEY WHICH APPOINTS PEAR TREE PARTNERS, L.P. AS ATTORNEY- IN-FACT FOR EACH INVESTOR WHO SUBSCRIBES FOR UNITS (AS DEFINED HEREIN) PURSUANT TO WHICH SUCH...Subordinated Note and Warrant Purchase Agreement • October 4th, 2002 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • Massachusetts
AGREEMENT AND PLAN OF MERGER by and among:Merger Agreement • May 10th, 2007 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • Delaware
THE LENDERSSecond Lien Credit Agreement • July 2nd, 2007 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • New York
AMONGManufacturing Agreement • March 15th, 2004 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • New York
NOTE AGREEMENTS" means the Subordinated Note and Warrant Purchase Agreement and the Subordinated Note Purchase Agreement each dated on or about 20 September 2002 between the Parent and Note Holders. "NOTE HOLDERS" means the persons whose names are set...Mezzanine Loan Agreement • November 7th, 2002 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances
INVERNESS MEDICAL INNOVATIONS, INC. AND SUBSIDIARIES UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTSAcquisition Agreement • May 2nd, 2008 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances
On January 27, 2008, we entered into a definitive agreement pursuant to which we will acquire all outstanding shares of common stock of Matria Healthcare, Inc. (“Matria”), for consideration per share of (i) $6.50 in cash and (ii) convertible preferred stock of Inverness having a stated value of $32.50 per share (convertible at $69.32, a premium of 30% over the prior five day closing average price of Inverness shares) or, at the election of Inverness, $39 in cash. The convertible preferred stock is estimated to be issued in a tax-deferred transaction and provides for a three percent dividend. The total transaction consideration will be approximately $1.2 billion, consisting of approximately $900 million to acquire the Matria shares of common stock and assumption of approximately $300 million of Matria’s indebtedness outstanding. The proposed transaction will take the form of an indirect acquisition through a merger of a newly formed, wholly-owned subsidiary of Inverness with and into Ma
NON-COMPETITION, NON-DISCLOSURE AND INTELLECTUAL PROPERTY ASSIGNMENT AGREEMENTNon-Competition, Non-Disclosure and Intellectual Property Assignment Agreement • May 29th, 2007 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • California
This Non-competition, Non-disclosure and Intellectual Property Assignment Agreement (the “Agreement”) entered into as of May 17, 2007, is hereby made by and between INVERNESS MEDICAL INNOVATIONS, INC., a Delaware corporation (the “Company”) and, BIOSITE INCORPORATED, a Delaware corporation (the “Employer”), on the one hand, and Kenneth Buechler, an individual, who is a resident of and employed in the State of California (“Employee”), on the other hand.
AGREEMENT AND PLAN OF MERGER BY AND AMONG: INVERNESS MEDICAL INNOVATIONS, INC., A DELAWARE CORPORATION; INCA ACQUISITION, INC., A DELAWARE CORPORATION; AND BIOSITE INCORPORATED, A DELAWARE CORPORATION DATED AS OF MAY 17, 2007Merger Agreement • May 18th, 2007 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • Delaware
AMENDED AND RESTATED PURCHASE AGREEMENT by and among ALERE INC., QUIDEL CARDIOVASCULAR, INC., for purposes of Section 11.15, QUIDEL CORPORATION and for the limited purposes herein set forth, ABBOTT LABORATORIES Dated as of September 15, 2017Purchase Agreement • September 19th, 2017 • Alere Inc. • In vitro & in vivo diagnostic substances • New York
THIS AMENDED AND RESTATED PURCHASE AGREEMENT is dated as of September 15, 2017, by and among Alere Inc., a Delaware corporation (“Seller”), Quidel Cardiovascular Inc. (f/k/a QTB Acquisition Corp.), a Delaware corporation (“Purchaser”), for purposes of Section 11.15, Quidel Corporation, a Delaware corporation (“Purchaser Parent”) and, for the limited purposes herein set forth, Abbott Laboratories, an Illinois corporation (“Abbott”). Seller and Purchaser are referred to herein collectively as the “Parties” and individually as a “Party”.
