CONSORTIUM AGREEMENT GL Capital Management GP Limited Jade Park Investments Limited Bank of China Group Investment Limited and ABG Management Limited Dated as of February 22, 2016Consortium Agreement • February 22nd, 2016 • GL Partners Capital Management LTD • Pharmaceutical preparations • Hong Kong
AMENDED AND RESTATED CONSORTIUM AGREEMENT GL Capital Management GP Limited Bank of China Group Investment Limited Avengers Limited Boying Investments Limited and Ascendent Silver (Cayman) Limited Dated as of June 7, 2017Consortium Agreement • June 8th, 2017 • GL Partners Capital Management LTD • Pharmaceutical preparations • Hong Kong
ESCROW AGREEMENTEscrow Agreement • June 8th, 2017 • GL Partners Capital Management LTD • Pharmaceutical preparations • Delaware
This ESCROW AGREEMENT, dated as of June 7, 2017 (together with Schedule A hereto, this “Agreement”), is by and among Silver Biotech Investment Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (“Holdco”); SciClone Pharmaceuticals, Inc., a Delaware corporation (the “Company”); and Computershare Trust Company, N.A. (“Escrow Agent”).
Joint Filing AgreementJoint Filing Agreement • November 19th, 2012 • GL Partners Capital Management LTD • Pharmaceutical preparations
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the common stock, par value $0.001 per share, of SciClone Pharmaceuticals, Inc., a Delaware Corporation, and further agree that this Agreement may be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
ROLLOVER AGREEMENTRollover Agreement • June 8th, 2017 • GL Partners Capital Management LTD • Pharmaceutical preparations • Delaware
This ROLLOVER AGREEMENT (this “Agreement”) dated as of June 7, 2017 among Silver Biotech Holding Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (“Topco”), Silver Biotech Investment Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (“Holdco”) and GL Trade Investment Limited, a company incorporated under the laws of the Cayman Islands (the “Rollover Holder”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Merger Agreement (as defined below).
Amendment No. 1 to ROLLOVER AGREEMENTRollover Agreement • October 16th, 2017 • GL Partners Capital Management LTD • Pharmaceutical preparations
This Amendment No. 1 (this “Amendment”) to that certain ROLLOVER AGREEMENT, dated as of June 7, 2017 (the “Agreement”), is made and entered into as of October 13, 2017, by and among Silver Biotech Elements Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (“Elements”), Silver Biotech Holding Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands and a wholly-owned subsidiary of Elements (“Topco”), Silver Biotech Investment Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (“Holdco”), GL Glee Investment Limited, a company incorporated under the laws of the Cayman Islands (“Glee”) and GL Trade Investment Limited, a company incorporated under the laws of the Cayman Islands (the “Rollover Holder”, together with Elements, Topco, Holdco and Glee the “Parties” and each, the “Party”).
