Aimmune Therapeutics, Inc. 5,500,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • February 26th, 2018 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • New York
Aimmune Therapeutics, Inc., a company incorporated under the laws of Delaware (the “Company”), confirms its agreement with Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Merrill Lynch is acting as representative (in such capacity, the “Representative”), with respect to (i) the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of shares of Common Stock, par value $0.0001 per share, of the Company (“Common Stock”) set forth in Schedule A hereto and (ii) the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of 825,000 additional shares of Common Stock. The aforesaid 5,500,000 shares of Common S
AGREEMENT AND PLAN OF MERGER dated as of August 29, 2020 by and among SOCIÉTÉS DES PRODUITS NESTLÉ S.A. SPN MERGERSUB, INC. and AIMMUNE THERAPEUTICS, INC.Agreement and Plan of Merger • August 31st, 2020 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of August 29, 2020, is entered into by and among Sociétés des Produits Nestlé S.A., a société anonyme organized under the laws of Switzerland (“Parent”); SPN MergerSub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”); and Aimmune Therapeutics, Inc., a Delaware corporation (the “Company”). Each of Parent, Merger Sub, and the Company are referred to herein as a “Party” and together as “Parties.” Capitalized terms used and not otherwise defined herein have the meanings set forth in Article X.
AIMMUNE THERAPEUTICS, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • July 27th, 2015 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • Delaware
This Indemnification Agreement (this “Agreement”) is effective as of by and between Aimmune Therapeutics, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 5th, 2020 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • New York
This Amended and Restated Registration Rights Agreement (this “Agreement”) is made and entered into as of February 4, 2020, between Aimmune Therapeutics, Inc., a Delaware corporation (the “Company”), and Nestle Health Science US Holdings, Inc., a Delaware corporation (the “Purchaser”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • July 27th, 2015 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • California
This Executive Employment Agreement (the “Agreement”) is entered into as of July 24, 2015 (the “Effective Date”), by and between Warren L. DeSouza (“Executive”) and Aimmune Therapeutics, Inc. (the “Company”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 28th, 2019 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • California
This Executive Employment Agreement (the “Agreement”) is effective as of January 22, 2019 (the “Effective Date”), by and between Andrew Oxtoby (“Executive”) and Aimmune Therapeutics, Inc. (the “Company”).
OFFICE LEASE by and between Diamond Marina LLC, a California limited liability company, and Diamond Marina II LLC, a California limited liability company as Landlord and Allergen Research Corporation, a Delaware Corporation, as Tenant Brisbane,...Office Lease • July 6th, 2015 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • California
THIS LEASE is entered into as of February 23, 2015 (the “Effective Date”) by and between DIAMOND MARINA LLC, a California limited liability company, and DIAMOND MARINA II LLC, a California limited liability company (collectively “Landlord”), and Allergen Research Corporation, a Delaware Corporation (“Tenant”).
STRATEGIC COLLABORATION AGREEMENT between NESTEC LTD. and AIMMUNE THERAPEUTICS, INC.Strategic Collaboration Agreement • March 15th, 2017 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • New York
This STRATEGIC COLLABORATION AGREEMENT (this “Agreement”) is made as of November 3, 2016, by and between NESTEC LTD., a limited company organized and existing under the laws of Switzerland, having an office located at Avenue Nestlé 55, 1800 Vevey, Switzerland (“NHSc”), and Aimmune Therapeutics, Inc., a corporation incorporated and existing under the laws of the State of Delaware, having an office located at 8000 Marina Boulevard, Suite 300, Brisbane, CA 94005, USA (“Aimmune”). NHSc and Aimmune are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
Second AMENDMENT To LeaseSubordination Agreement • August 8th, 2017 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • California
This Second Amendment To Lease (“Second Amendment”) is made effective and entered into as of June 27, 2017, by and between Diamond Marina LLC, a California limited liability company, and Diamond Marina II LLC, a California limited liability company (collectively “Landlord”), and Aimmune Therapeutics, Inc., a Delaware corporation, formerly known as Allergen Research Corporation, Inc., a Delaware corporation (“Tenant”).
AIMMUNE THERAPEUTICS, INC. SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 15th, 2017 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (“Agreement”) is made as of November 3, 2016 (the “Effective Date”), between Aimmune Therapeutics, Inc., a Delaware corporation (the “Company”), and Nestle Health Science US Holdings, Inc., a Delaware corporation (the “Purchaser”).
Nestle Health Science US Holdings, Inc. Stamford, CT 06902Aimmune Therapeutics, Inc. • February 5th, 2020 • Pharmaceutical preparations • New York
In connection with the acquisition of Common Stock, par value $0.0001 per share (the “Common Stock”), and Series A Preferred Stock, par value $0.0001 per share (the “Series A Preferred Stock”) of Aimmune Therapeutics, Inc., a Delaware corporation (the “Company”), by Nestle Health Science US Holdings, Inc., a Delaware corporation (the “Purchaser”), pursuant to the Securities Purchase Agreement, dated as of February 4, 2020, between the Company and the Purchaser (the “Purchase Agreement”), the Company and the Purchaser desire to amend and restate that certain amended and restated standstill agreement, dated November 11, 2018 (the “Prior Agreement”) to accept the rights and covenants hereof in lieu of their rights and covenants in the Prior Agreement. In connection therewith, the Purchaser hereby delivers this amended and restated standstill agreement (this “Standstill Agreement”) to the Company in accordance with the terms of the Purchase Agreement. Capitalized terms used but not otherwi
SEPARATION AGREEMENTSeparation Agreement • August 10th, 2016 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • California
This Separation Agreement (the “Agreement”) by and between Robert M. Elfont, M.D., Ph.D. (“Executive”), and Aimmune Therapeutics, Inc., a Delaware corporation (the “Company”), is made effective as of the eighth (8th) day following the date Executive signs this Agreement if not revoked in accordance with Section 6(c)(iii) (the “Effective Date”) with reference to the following facts:
CERTAIN INFORMATION IN THIS DOCUMENT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTION SUPPLY AGREEMENTSupply Agreement • July 6th, 2015 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • Illinois
This Supply Agreement (the “Agreement”) is entered into as of October 13, 2014 (the “Effective Date”) by and between Allergen Research Corporation, a California corporation, having its principal place of business at 2000 Alameda de las Pulgas, Suite 161, San Mateo, California 94403 (“ARC”) and the Golden Peanut Company, LLC, a Georgia corporation, having its principal place of business at 100 North Point Center East, Suite 400, Alpharetta, Georgia 30022 (together with its Affiliates and subsidiaries, collectively “Supplier”). ARC and Supplier are referred to collectively as the “Parties” and individually as a “Party”.
AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • July 6th, 2015 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • California
This Amended and Restated Investors’ Rights Agreement is made as of January 20, 2015 (the “Effective Date”) by and among Allergen Research Corporation, a Delaware corporation (the “Company”), each of the investors listed on Annex A attached hereto, each of which is referred to in this Agreement as an “Investor” and any additional Investor (as defined in the Purchase Agreement, as hereinafter defined) that becomes a party to this Agreement in accordance with Section 6.9 hereof.
Aimmune Therapeutics UK Ltd. UK Employment Agreement For Sue BarrowcliffeEmployment Agreement • March 3rd, 2016 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • England and Wales
Nestle Health Science US Holdings, Inc. Stamford, CT 06902Aimmune Therapeutics, Inc. • March 15th, 2017 • Pharmaceutical preparations • New York
In connection with the acquisition of Common Stock, par value $0.0001 per share (the “Common Stock”), of Aimmune Therapeutics, Inc., a Delaware corporation (the “Company”), by Nestle Health Science US Holdings, Inc., a Delaware corporation (the “Purchaser”), pursuant to the Securities Purchase Agreement, dated as of November 3, 2016, between the Company and the Purchaser (the “Purchase Agreement”), the Purchaser hereby delivers this letter agreement (this “Standstill Agreement”) to the Company in accordance with the terms Purchase Agreement. Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to it in the Purchase Agreement.
TRANSITION AND SEPARATION AGREEMENTTransition and Separation Agreement • November 6th, 2017 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • California
This Transition and Separation Agreement (the “Agreement”) by and between Stephen G. Dilly, M.B.B.S., Ph.D. (“Executive”), and Aimmune Therapeutics, Inc., a Delaware corporation (the “Company”), is made effective as of the date Executive signs this Agreement (the “Effective Date”) with reference to the following facts:
AMENDED AND RESTATED SUPPLY AGREEMENTSupply Agreement • February 20th, 2018 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • Illinois
This Amended and Restated Supply Agreement (the “Agreement”) is entered into as of January 10, 2018 (the “Effective Date”) by and between Aimmune Therapeutics, Inc., a Delaware corporation, having its principal place of business at 8000 Marina Boulevard, Suite 300, Brisbane, California 94005 (“Aimmune”) and Golden Peanut Company, LLC, a Georgia limited liability company, having its principal place of business at 100 North Point Center East, Suite 400, Alpharetta, Georgia 30022 (together with its Affiliates and subsidiaries, collectively “Supplier”). Aimmune and Supplier are referred to collectively as the “Parties” and individually as a “Party”.
AIMMUNE THERAPEUTICS, INC. SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 28th, 2019 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (“Agreement”) is made as of November 11, 2018 (the “Effective Date”), between Aimmune Therapeutics, Inc., a Delaware corporation (the “Company”), and Nestle Health Science US Holdings, Inc., a Delaware corporation (the “Purchaser”).
FIRST AMENDMENT TO LEASELease • August 31st, 2015 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • California
This First Amendment To Lease (“First Amendment”) is made effective and entered into as of August 26, 2015, by and between Diamond Marina LLC, a California limited liability company, and Diamond Marina II LLC, a California limited liability company (collectively “Landlord”), and Aimmune Therapeutics, Inc., a Delaware corporation, formerly known as Allergen Research Corporation, Inc., a Delaware corporation (“Tenant”).
AMENDED AND RESTATED STRATEGIC COLLABORATION AGREEMENT between SOCIÉTÉ DES PRODUITS NESTLÉ S.A. and AIMMUNE THERAPEUTICS, INC.Strategic Collaboration Agreement • February 5th, 2020 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • New York
This AMENDED AND RESTATED STRATEGIC COLLABORATION AGREEMENT (this “Agreement”) is made as of February 4, 2020 (the “Effective Date”), by and between Société des Produits Nestlé S.A., a company organized and existing under the laws of Switzerland and the successor to Nestec Ltd., having an office located at Avenue Nestlé 55, 1800 Vevey, Switzerland (“NHSc”), and Aimmune Therapeutics, Inc., a corporation incorporated and existing under the laws of the State of Delaware, having an office located at 8000 Marina Boulevard, Suite 300, Brisbane, CA 94005, USA (“Aimmune”). NHSc and Aimmune are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
AMENDMENT TO LEASE BY AND BETWEEN MYERLAKE, LLC. AND AIMMUNE THERAPEUTICS, INC. DATED JUNE 8, 2015Lease by And • August 10th, 2016 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations
THIS AMENDMENT (“Amendment”) is made this 5th day of May, 2016, by and between MYERLAKE, LLC., a Florida limited liability company ("Landlord"), and AIMMUNE THERAPEUTICS, INC., a Delaware corporation, ("Tenant"), and is attached to and made a part of the Lease between the parties dated June 8, 2015 (the "Lease").
CREDIT AGREEMENT among AIMMUNE THERAPEUTICS, INC., as Borrower THE SEVERAL LENDERS FROM TIME TO TIME PARTY HERETO, and CORTLAND CAPITAL MARKET SERVICES LLC, as Administrative Agent and Collateral Agent Dated as of January 3, 2019Credit Agreement • February 28th, 2019 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • New York
[***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.
Diamond Marina LLC & Diamond Marina II LLCSubordination Agreement • August 8th, 2019 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • California
Re: Lease dated February 23, 2015 (the "Lease") between Diamond Marina LLC and Diamond Marina II LLC (collectively "Landlord") and Aimmune Therapeutics, Inc. (f.k.a. Allergen Research Corporation) encumbering ce1iain real prope1iy located at 8000 Marina Boulevard, Suites 200, 300, & 301, Brisbane, CA 94005 (the "Property")
Dear Aimmune Employees:Aimmune Therapeutics, Inc. • September 24th, 2020 • Pharmaceutical preparations
As you know, on August 29, 2020, Aimmune Therapeutics, Inc. entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Société des Produits Nestlé S.A. It is currently anticipated that the merger will close around October 13, 2020 (the “Effective Time”).
AIMMUNE THERAPEUTICS, INC. SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 5th, 2020 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • New York
This AMENDED AND RESTATED STRATEGIC COLLABORATION AGREEMENT (this “Agreement”) is made as of February 4, 2020 (the “Effective Date”), by and between Société des Produits Nestlé S.A., a company organized and existing under the laws of Switzerland and the successor to Nestec Ltd., having an office located at Avenue Nestlé 55, 1800 Vevey, Switzerland (“NHSc”), and Aimmune Therapeutics, Inc., a corporation incorporated and existing under the laws of the State of Delaware, having an office located at 8000 Marina Boulevard, Suite 300, Brisbane, CA 94005, USA (“Aimmune”). NHSc and Aimmune are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
TRANSITION AND SEPARATION AGREEMENTTransition and Separation Agreement • November 4th, 2015 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • California
This Transition and Separation Agreement (the “Agreement”) by and between Howard Raff (“Executive”) and Aimmune Therapeutics, Inc., a Delaware corporation (the “Company”), is made effective as of the eighth (8th) day following the date Executive signs this Agreement (the “Effective Date”) with reference to the following facts:
CERTAIN INFORMATION IN THIS DOCUMENT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTION LEASEAimmune Therapeutics, Inc. • July 6th, 2015 • Pharmaceutical preparations • Florida
THIS LEASE, made and entered into this 8th day of June, 2015, by and between MID A GROUP, LLC, a Florida limited liability company (hereinafter ‘the “Landlord”) and ALLERGEN RESEARCH CORPORATION, a California corporation (hereinafter the ‘Tenant”),
CERTAIN INFORMATION IN THIS DOCUMENT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTION CONSULTING AGREEMENTConsulting Agreement • July 6th, 2015 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations
This Agreement is made and entered into as of February 9, 2015 (“Effective Date”) by and between Allergen Research Corporation (“Company”), having a principal place of business at 2000 Alameda de las Pulgas, Suite 161, San Mateo, CA 94403 and Bryan L. Walser, (“Consultant”) having a principal place of business at [***].
Amendment to Employment AgreementEmployment Agreement • February 28th, 2019 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations
Following your recent discussions with our CEO, Jayson Dallas, regarding your request to modify the terms to your employment agreement (dated 19-Feb-2016) (the “Employment Agreement”), I would like to outline the following changes which will take effect from 1st January 2019.
COMMERCIAL PACKAGING AGREEMENTCommercial Packaging Agreement • February 27th, 2020 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • Delaware
This Commercial Packaging Agreement (“Agreement”) is made as of this 11th day of November, 2019 (“Effective Date”), by and among Aimmune Therapeutics, Inc., a Delaware corporation, with a place of business at 8000 Marina Blvd., Suite 300, Brisbane, CA 94005 and/or any Affiliate as may become a party to this Agreement or subsequent assignee (“Client”), and AndersonBrecon Inc., an Illinois corporation, doing business as PCI of Illinois, with a place of business at 4545 Assembly Drive, Rockford, IL 61109 (“PCI-US”), and Millmount Healthcare Limited, with an address at Block 7, City North Business Campus, Stamullen Hall, Stamullen, Co. Meath, Ireland (“PCI-Ireland” and, together with PCI-US, “PCI”).
COMMERCIAL SUPPLY AGREEMENT By and Between CORERX, INC. and AIMMUNE THERAPEUTICS, INC. May 10, 2019Commercial Supply Agreement • August 8th, 2019 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • Delaware
THIS COMMERCIAL SUPPLY AGREEMENT is made effective as of this 10th day of May, 2019 (the “Effective Date”), by and between AIMMUNE THERAPEUTICS, INC., a corporation organized under the laws of the State of Delaware and having a place of business at 8000 Marina Boulevard, Suite 300, Brisbane, CA 94005, and/or any of its Affiliates as may become a Party or a subsequent assignee to this Agreement (collectively, “Aimmune”) and CORERX, INC., a corporation organized under the laws of the State of Florida and having a place of business at 14205 Myerlake Circle, Clearwater, FL 33760 (“CoreRx”) (each individually a “Party” and collectively the “Parties”).
THIRD AMENDMENT TO OFFICE LEASEOffice Lease • February 27th, 2020 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations
This THIRD AMENDMENT TO OFFICE LEASE ("Third Amendment") is made and entered into as of December 20, 2019, by and between HCP LIFE SCIENCE REIT, INC., a Maryland corporation ("Landlord"), and AIMMUNE THERAPEUTICS, INC., a Delaware corporation ("Tenant").
LICENSE, DEVELOPMENT AND COMMERCIALIZATION AGREEMENT DATED AS OF FEBRUARY 4, 2020 BY AND BETWEEN XENCOR, INC. AND AIMMUNE THERAPEUTICS, INC.License, Development and Commercialization Agreement • February 5th, 2020 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • California
This License, Development and Commercialization Agreement (this “Agreement”), dated as of February 4, 2020 (the “Effective Date”), is made by and between Xencor, Inc. (“Xencor”), and Aimmune Therapeutics, Inc. (“Aimmune”). Xencor and Aimmune are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
AMENDED AND RESTATED STRATEGIC COLLABORATION AGREEMENT between NESTEC LTD. and AIMMUNE THERAPEUTICS, INC.Strategic Collaboration Agreement • February 28th, 2019 • Aimmune Therapeutics, Inc. • Pharmaceutical preparations • New York
This AMENDED AND RESTATED STRATEGIC COLLABORATION AGREEMENT (this “Agreement”) is made as of November 11, 2018 (the “Effective Date”), by and between NESTEC LTD., a limited company organized and existing under the laws of Switzerland, having an office located at Avenue Nestlé 55, 1800 Vevey, Switzerland (“NHSc”), and Aimmune Therapeutics, Inc., a corporation incorporated and existing under the laws of the State of Delaware, having an office located at 8000 Marina Boulevard, Suite 300, Brisbane, CA 94005, USA (“Aimmune”). NHSc and Aimmune are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
