PRINCIPIA BIOPHARMA INC. (a Delaware corporation) 7,500,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • October 18th, 2019 • Principia Biopharma Inc. • Pharmaceutical preparations • New York
PRINCIPIA BIOPHARMA INC. AND , AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OFPreferred Stock Warrant Agreement • October 1st, 2019 • Principia Biopharma Inc. • Pharmaceutical preparations • New York
THIS PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [●], between PRINCIPIA BIOPHARMA 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”).
PRINCIPIA BIOPHARMA INC. AND , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OFCommon Stock Warrant Agreement • October 1st, 2019 • Principia Biopharma Inc. • Pharmaceutical preparations • New York
THIS COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [●], between PRINCIPIA BIOPHARMA 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”).
PRINCIPIA BIOPHARMA INC. AND , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OFWarrant Agreement • October 1st, 2019 • Principia Biopharma Inc. • Pharmaceutical preparations • New York
THIS DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of [●], between PRINCIPIA BIOPHARMA 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”).
ContractWarrant Agreement • August 15th, 2018 • Principia Biopharma Inc. • Pharmaceutical preparations • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
PRINCIPIA BIOPHARMA INC. INDEMNITY AGREEMENTIndemnification & Liability • September 4th, 2018 • Principia Biopharma Inc. • Pharmaceutical preparations • Delaware
THIS INDEMNITY AGREEMENT (the “Agreement”) is made and entered into as of , 2018, between Principia Biopharma Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
AGREEMENT AND PLAN OF MERGER among: SANOFI, a French société anonyme; KORTEX ACQUISITION CORP., a Delaware corporation; and PRINCIPIA BIOPHARMA INC., a Delaware corporation; Dated as of August 16, 2020Merger Agreement • August 17th, 2020 • Principia Biopharma Inc. • Pharmaceutical preparations • Delaware
THIS AGREEMENT AND PLAN OF MERGER is made and entered into as of August 16, 2020, by and among: Sanofi, a French société anonyme (“Parent”); Kortex Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent (“Purchaser”); and Principia Biopharma Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • August 17th, 2018 • Principia Biopharma Inc. • Pharmaceutical preparations • California
This Amended and Restated Investors’ Rights Agreement (this “Agreement”) is made as of August 16, 2018, by and among Principia Biopharma Inc., a Delaware corporation (the “Company”), and the persons and entities (each, an “Investor” and collectively, the “Investors”) listed on Exhibit A hereto.
CHANGE IN CONTROL AND SEVERANCE AGREEMENTChange in Control and Severance Agreement • March 10th, 2020 • Principia Biopharma Inc. • Pharmaceutical preparations • California
This Change in Control and Agreement (the “Agreement”) is dated as of April 18, 2019, by and between Dolca Thomas, M.D. ("Executive") and Principia Biopharma, Inc., a Delaware corporation, including its subsidiaries (the "Company"), effective as of October 22, 2018 (the “Effective Date”). This Agreement is intended to provide Executive with certain benefits described herein upon the occurrence of specific events.
LICENSE AGREEMENTLicense Agreement • September 11th, 2018 • Principia Biopharma Inc. • Pharmaceutical preparations
THIS LICENSE AGREEMENT (the “Agreement”) is entered into as of November 8, 2017 (the “Signing Date”) by and between, on the one hand, PRINCIPIA BIOPHARMA, INC., a Delaware corporation having its principal place of business at 400 East Jamie Court, Suite 302, South San Francisco, California 94080 (“Principia”), and, on the other hand, Genzyme Corporation, a Massachusetts corporation having its principal place of business at 500 Kendall Street, Cambridge, Massachusetts 02142 (“Sanofi”). Principia and Sanofi are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
AMENDED AND RESTATED EXCLUSIVE LICENSE AGREEMENT between THE REGENTS OF THE UNIVERSITY OF CALIFORNIA and PRINCIPIA BIOPHARMA INC. for RSK Inhibitors and Novel Electrophiles UC Case Nos. SF2003-057 & SF2009-119Exclusive License Agreement • August 15th, 2018 • Principia Biopharma Inc. • Pharmaceutical preparations • California
This amended and restated license agreement (“Agreement”) is made effective this 31st day of May, 2012 (“Amendment Effective Date”), by and between The Regents of the University of California, a California corporation, having its statewide administrative offices at 1111 Franklin Street, 12th Floor, Oakland, California 94607-5200 (“The Regents”) and acting through its Office of Technology Management, University of California San Francisco (“UCSF”), 185 Berry Street, Suite 4603, San Francisco, California 94107 and Principia Biopharma Inc., a Delaware corporation, having a principal place of business at 400 East Jamie Court, Suite 302, South San Francisco, California 94080 (“Licensee”).
DEVELOPMENT AND LICENSE AGREEMENT between PRINCIPIA BIOPHARMA INC. and ABBVIE BIOTECHNOLOGY LIMITED Dated as of June 9, 2017Development and License Agreement • August 17th, 2018 • Principia Biopharma Inc. • Pharmaceutical preparations • Delaware
This Development and License Agreement (the “Agreement”) is made and entered into effective as of June 9, 2017 (the “Effective Date”) by and between Principia Biopharma, Inc., a Delaware corporation (“Licensor”), and AbbVie Biotechnology Limited, a corporation organized under the laws of Bermuda having its place of business at Clarendon House, 2 Church Street, Hamilton HM11, Bermuda (“AbbVie”). Licensor and AbbVie are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
August 20, 2020 Dear ,Acquisition Agreement • August 21st, 2020 • Principia Biopharma Inc. • Pharmaceutical preparations
You are a valued and trusted vendor of Principia Biopharma, and we want to provide to you an important update on our company. On Sunday, August 16, 2020, Principia reached an agreement to be acquired by Sanofi, our corporate partner for our CNS-penetrating BTK inhibitor, PRN2246/SAR442168. Upon completion of the transaction, which is expected during the fourth quarter of 2020, Principia will become a wholly-owned subsidiary of Sanofi. Until then, the two entities will continue to operate as independent companies. The full press release can be found at https://ir.principiabio.com/news-releases/news-release-details/sanofi-acquire-principia-biopharma.
LEASE BRITANNIA POINTE GRAND BUSINESS PARK BRITANNIA POINTE GRAND LIMITED PARTNERSHIP a Delaware limited partnership, as Landlord, and PRINCIPIA BIOPHARMA, INC., a Delaware corporation, as Tenant.Lease Agreement • August 17th, 2018 • Principia Biopharma Inc. • Pharmaceutical preparations • California
This Lease (the “Lease”), dated as of the date set forth in Section 1 of the Summary of Basic Lease Information (the “Summary”), below, is made by and between BRITANNIA POINTE GRAND LIMITED PARTNERSHIP, a Delaware limited partnership (“Landlord”), and PRINCIPIA BIOPHARMA, INC., a Delaware corporation (“Tenant”).
PRINCIPIA BIOPHARMA INC.Executive Employment Agreement • September 4th, 2018 • Principia Biopharma Inc. • Pharmaceutical preparations
On behalf of the Board of Directors (the “Board”) of Principia Biopharma Inc. (the “Company”), I am pleased to offer you employment at the Company on the terms set forth in this offer letter agreement (the “Agreement”). Your employment shall commence on Monday April 25, 2011 or another date mutually agreed between you and the Company.
PRINCIPIA BIOPHARMA INC. WARRANT TO PURCHASE STOCKWarrant Agreement • August 15th, 2018 • Principia Biopharma Inc. • Pharmaceutical preparations • Delaware
THIS CERTIFIES THAT, for value received, [__], or such party’s assigns (the “Holder”), is entitled to subscribe for and purchase from PRINCIPIA BIOPHARMA INC., a Delaware corporation, with its principal office at 400 East Jamie Court, Suite 302, South San Francisco, CA 94080 (the “Company”) Warrant Shares at the Exercise Price (each subject to adjustment as provided herein).
CONFIDENTIALITY AGREEMENTConfidentiality Agreement • August 28th, 2020 • Principia Biopharma Inc. • Pharmaceutical preparations • Delaware
THIS CONFIDENTIALITY AGREEMENT (“Agreement”) is being entered into as of July 14, 2020 (the “Effective Date”), between PRINCIPIA BIOPHARMA INC., a Delaware corporation (the “Company”), and SANOFI, a French société anonyme (“Counterparty”).
PRINCIPIA BIOPHARMA INC. AMENDED AND RESTATEDStock Option Agreement • May 10th, 2018 • Principia Biopharma Inc. • Pharmaceutical preparations • California
Pursuant to its Amended and Restated 2008 Equity Incentive Plan, as amended from time to time (the “Plan”), Principia Biopharma Inc., a Delaware corporation (the “Company”), hereby grants to the Optionee listed below (“Optionee”), an option to purchase the number of shares of the Company’s Common Stock set forth below, subject to the terms and conditions of the Plan and this Stock Option Agreement (this “Option Agreement”). Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Option Agreement.
