8,035,715 Shares Portola Pharmaceuticals, Inc. COMMON STOCK, PAR VALUE $0.001 PER SHARE UNDERWRITING AGREEMENT August 13, 2019Underwriting Agreement • August 14th, 2019 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • New York
PORTOLA PHARMACEUTICALS, INC. AND , AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OFPreferred Stock Warrant Agreement • August 7th, 2019 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • New York
THIS PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [●], between PORTOLA PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and [●], a [corporation] [national banking association] organized and existing under the laws of [●] and having a corporate trust office in [●], as warrant agent (the “Warrant Agent”).
PORTOLA PHARMACEUTICALS, INC. AND , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OFWarrant Agreement • August 7th, 2019 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • New York
THIS DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of [●], between PORTOLA PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and [●], a [corporation] [national banking association] organized and existing under the laws of [●] and having a corporate trust office in [●], as warrant agent (the “Warrant Agent”).
PORTOLA PHARMACEUTICALS, INC. AND , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OFWarrant Agreement • August 7th, 2019 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • New York
THIS COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [●], between PORTOLA PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and [●], a [corporation] [national banking association] organized and existing under the laws of [●] and having a corporate trust office in [●], as warrant agent (the “Warrant Agent”).
—] Shares Portola Pharmaceuticals, Inc. COMMON STOCK, PAR VALUE $0.001 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • October 16th, 2013 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • New York
PORTOLA PHARMACEUTICALS, INC. INDEMNITY AGREEMENTIndemnification Agreement • February 5th, 2013 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
THIS AGREEMENT is made and entered into this , 2013 by and between PORTOLA PHARMACEUTICALS, INC., a Delaware corporation (the “Corporation”), and (“Agent”).
CREDIT AGREEMENT Dated as of February 28, 2019 among PORTOLA PHARMACEUTICALS, INC., as the Borrower, CERTAIN DOMESTIC SUBSIDIARIES OF THE BORROWER, as the Guarantors, HCR Collateral Management, LLC, as the Administrative Agent and THE LENDERS FROM...Credit Agreement • March 1st, 2019 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • New York
WARRANT TO PURCHASE SHARES OF PREFERRED STOCK January 21, 2005Warrant Agreement • November 6th, 2013 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • California
THIS CERTIFIES THAT, for value received, General Electric Capital Corporation (“Holder”) is entitled to subscribe for and purchase shares of the fully paid and nonassessable Preferred Stock (the “Shares” or the “Preferred Stock”) of Portola Pharmaceuticals, Inc., a Delaware Corporation (the “Company”), to be issued in the Company’s next Qualifying Equity Round (i.e., an equity financing of greater than $5,000,000, primarily from institutional venture investors), at the Warrant Price (as hereinafter defined), subject to the provisions and upon the terms and conditions hereinafter set forth. As used herein, the term “Preferred Stock” shall mean the authorized Series of Preferred Stock associated with the Company’s next Qualifying Equity Round and any stock into which such Series of Preferred Stock may hereafter be converted or exchanged.
ContractWarrant Agreement • November 6th, 2013 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • California
THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE 1933 ACT AND ANY APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM. THE ISSUER OF THESE SECURITIES MAY REQUIRE AN OPINION OF COUNSEL IN FORM AND SUBSTANCE REASONABLY SATISFACTORY TO THE ISSUER TO THE EFFECT THAT ANY PROPOSED TRANSFER OR RESALE IS IN COMPLIANCE WITH THE 1933 ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
License and Collaboration Agreement by and between Portola Pharmaceuticals, Inc. and Biogen Idec MA Inc.License and Collaboration Agreement • May 7th, 2013 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • New York
[*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
EXECUTIVE SEVERANCE BENEFITS AGREEMENTExecutive Severance Benefits Agreement • October 12th, 2018 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • California
This EXECUTIVE SEVERANCE BENEFITS AGREEMENT (the “Agreement”) is entered into as of [date] (the “Effective Date”), between [Name], (“Executive”) and PORTOLA PHARMACEUTICALS, INC. (the “Company”). This Agreement is intended to provide Executive with certain compensation and benefits in the event that Executive is subject to certain qualifying terminations of employment. Certain capitalized terms used in this Agreement are defined in Article 5.
SECOND AMENDED AND RESTATED LICENSE AGREEMENTLicense Agreement • April 12th, 2013 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • New York
This SECOND AMENDED AND RESTATED LICENSE AGREEMENT (the “Agreement”) is executed as of 20th day of December, 2010 (the “Effective Date”) by and between PORTOLA PHARMACEUTICALS, INC., having its principal place of business at 270 East Grand Avenue, Suite 22, South San Francisco, CA, 94080, United States (hereinafter referred to as “Portola”) and ASTELLAS PHARMA INC., having its principal place of business at 3-11, Nihonbashi-Honcho 2-chome, Chuo-ku, Tokyo 103-8411, Japan (hereinafter referred to as “Astellas”). References to either party in this Agreement shall be deemed to include all Affiliates (hereinafter defined) of such party.
Clinical Collaboration Agreement by and among Portola Pharmaceuticals, Inc., Bristol-Myers Squibb Company, and Pfizer Inc.Clinical Collaboration Agreement • March 13th, 2013 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • New York
This CLINICAL COLLABORATION AGREEMENT (the “Agreement”) is entered into and made effective as of October 16, 2012 (the “Effective Date”), by and among Portola Pharmaceuticals, Inc., a corporation organized and existing under the laws of Delaware, having its principal place of business at 270 East Grand Avenue, Suite 22, South San Francisco, CA 94080, USA (“Portola”), Bristol-Myers Squibb Company, a corporation organized and existing under the laws of Delaware, having its principal place of business at 345 Park Avenue, New York, NY 10154 (“BMS”), and Pfizer Inc., a corporation organized and existing under the laws of Delaware, having its principal place of business at 235 East 42nd Street, New York, New York 1017 (“Pfizer”). Each of Portola, BMS and Pfizer are referred to individually as a “Party” and collectively as the “Parties.”
SEVERANCE BENEFITS AGREEMENTExecutive Change in Control Severance Benefits Agreement • April 12th, 2013 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • California
This EXECUTIVE CHANGE IN CONTROL SEVERANCE BENEFITS AGREEMENT (the “Agreement”) is amended and restated as of [date] (the “Effective Date”), between [EXECUTIVE] (“Executive”) and PORTOLA PHARMACEUTICALS, INC. (the “Company”). This Agreement is intended to provide Executive with certain compensation and benefits in the event that Executive is subject to certain qualifying terminations of employment in connection with a Change in Control. Certain capitalized terms used in this Agreement are defined in Article 5.
MASTER CONTRACT SERVICES AGREEMENT FOR PRECLINICAL AND CLINICAL SERVICESMaster Contract Services Agreement • April 12th, 2013 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • New York
THIS MASTER CONTRACT SERVICES AGREEMENT (together with any Work Orders, the “Agreement”) is made as of January 2, 2012 (the “Effective Date”) by and between Portola Pharmaceuticals, Inc., a Delaware corporation with a principal place of business at 270 East Grand Avenue, Suite 22, South San Francisco, CA 94080 (Tel: 650-246-7300) (“Portola”) and PPD Development, LP, a Texas Limited Partnership, with a principal office at 929 North Front Street, Wilmington, NC 28401 (Tel: 949-293-1016) (“Service Provider”).
June 3, 2018 William Lis Portola Pharmaceuticals, Inc. South San Francisco, CA 94080 Dear Bill:Separation and Consulting Agreement • June 4th, 2018 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • California
This letter sets forth the substance of the transition, separation and consulting agreement (the “Agreement”) between you and Portola Pharmaceuticals, Inc. (the “Company”).
FIRST AMENDMENT TO LEASELease • April 12th, 2013 • Portola Pharmaceuticals Inc • Pharmaceutical preparations
This FIRST AMENDMENT TO LEASE (“First Amendment”) is made and entered into as of the day of May, 2010, by and between BRITANNIA POINTE GRAND LIMITED PARTNERSHIP, a Delaware limited partnership (“Landlord”), and PORTOLA PHARMACEUTICALS, INC., a Delaware corporation (“Tenant”).
LEASELease • April 12th, 2013 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • California
THIS LEASE (“Lease”) is made and entered into as of December 15, 2006 (the “Lease Commencement Date”), by and between BRITANNIA POINTE GRAND LIMITED PARTNERSHIP, a Delaware limited partnership (“Landlord”), and PORTOLA PHARMACEUTICALS, INC, a Delaware corporation (“Tenant”).
PORTOLA PHARMACEUTICALS, INC. THIRD AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT November 18, 2011Investor Rights Agreement • April 12th, 2013 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • California
THIS THIRD AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (the “Agreement”) is entered into as of the 18th day of November, 2011, by and among PORTOLA PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and the investors listed on Exhibit A hereto, referred to hereinafter as the “Investors” and each individually as an “Investor.”
AGREEMENT AND PLAN OF MERGER by and among PORTOLA PHARMACEUTICALS, INC., ALEXION PHARMACEUTICALS, INC. and Odyssey Merger Sub Inc. May 5, 2020Merger Agreement • May 7th, 2020 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
ASSET PURCHASE AGREEMENT between: MILLENNIUM PHARMACEUTICALS, INC., a Delaware corporation; and PORTOLA PHARMACEUTICALS, INC., a Delaware corporation Dated as of November 7, 2003Asset Purchase Agreement • April 12th, 2013 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • California
THIS LEASE (“Lease”) is made and entered into as of July I, 2001, by and between BRITANNIA POINTE GRAND LIMITED PARTNERSHIP, a Delaware limited partnership (“Landlord”), and COR THERAPEUTICS, INC., a Delaware corporation (“Tenant”).
= Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended. December 6, 2005 Vice...Asset Purchase Agreement • April 12th, 2013 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
This letter agreement (the “Letter Agreement”) sets forth our amendment to the provisions of the Asset Purchase Agreement and the License Agreement relating to certain rights granted to MLNM with respect to products developed by Portola under each such agreement, and our agreement to terminate the System Agreement and enter into a new agreement in consideration of cash payments to be made and equity to be issued by Portola pursuant to this Letter Agreement. Capitalized terms not defined in this Letter Agreement shall have the meaning provided in the relevant Agreement. The Letter Date shall be the date this Letter Agreement is countersigned by you.
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • May 9th, 2017 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • New York
[*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.
info@portola.com www.portola.com T: 650.246.7000 F: 650.246.7376 270 East Grand Avenue South San Francisco, CA 94080 Innovative Science. Patient Focused.Separation and Consulting Agreement • November 7th, 2018 • Portola Pharmaceuticals Inc • Pharmaceutical preparations
This letter sets forth the substance of the separation and consulting agreement (the “Agreement”) between you and Portola Pharmaceuticals, Inc. (the “Company”).
SERVICES) AGREEMENTCommercial Supply Agreement • March 1st, 2017 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • New York
[*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.
DEVELOPMENT AND MANUFACTURING SERVICES AGREEMENTDevelopment and Manufacturing Services Agreement • March 13th, 2013 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • New York
THIS DEVELOPMENT AND MANUFACTURING SERVICES AGREEMENT is made and entered into as of January 17, 2007 (the “Effective Date”) by and between Portola Pharmaceuticals, Inc., a Delaware corporation, having a principal place of business at 270 East Grand Avenue, Suite 22, South San Francisco, California 94080 (Telephone: 650-246-7300, Facsimile: 650-246-7776) (“Portola”) and Hovione Inter Limited, a Swiss company having its principal place of business at Bahnhofstrasse 21 CH-6000 Lucerne 7 Switzerland, (“Hovione,” together with its Affiliates “Manufacturer”).
Portola Pharmaceuticals, Inc. Inducement Plan Restricted Stock Unit Award AgreementRestricted Stock Unit Award Agreement • November 9th, 2017 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • California
Pursuant to the Restricted Stock Unit Grant Notice (the “Grant Notice”) and this Restricted Stock Unit Award Agreement (the “Agreement”), Portola Pharmaceuticals, Inc. (the “Company”) has awarded you (“Participant”) a Restricted Stock Unit Award (the “Award”) pursuant to Section 6(b) of the Company’s Inducement Plan (the “Plan”) for the number of Stock Units indicated in the Grant Notice. Capitalized terms not explicitly defined in this Agreement or the Grant Notice shall have the same meanings given to them in the Plan. The details of your Award, in addition to those set forth in the Grant Notice, are as follows.
ContractManufacturing Services Agreement • May 8th, 2019 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
[*] = Certain confidential information contained in this document, marked by brackets, is omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.
Option AgreementOption Agreement • November 9th, 2017 • Portola Pharmaceuticals Inc • Pharmaceutical preparations
Pursuant to your Stock Option Grant Notice (“Grant Notice”) and this Option Agreement, Portola Pharmaceuticals, Inc. (the “Company”) has granted you an option under its Inducement Plan (the “Plan”) to purchase the number of shares of the Company’s Common Stock indicated in your Grant Notice at the exercise price indicated in your Grant Notice. The option is granted to you effective as of the date of grant set forth in the Grant Notice (the “Date of Grant”). If there is any conflict between the terms in this Option Agreement and the Plan, the terms of the Plan will control. Capitalized terms not explicitly defined in this Option Agreement or in the Grant Notice but defined in the Plan will have the same definitions as in the Plan.
ContractCredit Agreement • November 5th, 2019 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • New York
PORTOLA PHARMACEUTICALS, INC. INDEMNITY AGREEMENTIndemnification & Liability • April 12th, 2013 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
THIS AGREEMENT is made and entered into this , 2013 by and between PORTOLA PHARMACEUTICALS, INC., a Delaware corporation (the “Corporation”), and (“Agent”).
ContractWarrant Agreement • November 6th, 2013 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • California
THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL (WHICH MAY BE COMPANY COUNSEL) REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT OF 1933 ACT AS AMENDED, OR ANY APPLICABLE STATE SECURITIES LAWS.
FIRST AMENDMENT OF THE License and Collaboration AGREEMENTLicense and Collaboration Agreement • May 13th, 2014 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • New York
This First Amendment of the License and Collaboration Agreement (this “First Amendment”) is made and effective as of April 7, 2014 (the “First Amendment Effective Date”) by and between Biogen Idec MA Inc., a corporation organized and existing under the laws of Massachusetts, having its principal place of business at 14 Cambridge Center, Cambridge, Massachusetts (“Biogen Idec”) and Portola Pharmaceuticals, Inc., a corporation organized and existing under the laws of Delaware, having its principal place of business at 270 East Grand Avenue, Suite 22, South San Francisco, CA 94080, USA (“Portola”). Biogen Idec and Portola are referred to individually as a “Party” and collectively as the “Parties.”
CONSULTING AGREEMENT Effective Date: March 28, 2019Consulting Agreement • May 8th, 2019 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • California
This Consulting Agreement (the ‘‘Agreement’’) is made as of the Effective Date set forth above by and between Portola Pharmaceuticals, Inc. (‘‘Client’’) and Charles Homey, M.D. (‘‘Consultant’’).
LICENSE AGREEMENTLicense Agreement • December 21st, 2012 • Portola Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
THIS LICENSE AGREEMENT (the “Agreement”) is made effective as of July 30, 2004 (the “Effective Date”) by and between MILLENNIUM PHARMACEUTICALS, INC., a Delaware corporation having its principal place of business at 40 Landsdowne Street, Cambridge, MA 02139 (“Millennium”), and PORTOLA PHARMACEUTICALS, INC., a Delaware corporation having its principal place of business at 270 East Grand Avenue, Suite 22, South San Francisco, CA 94080 (“Portola”). Millennium and Portola are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
