14,300,000 Common Shares AC IMMUNE SA UNDERWRITING AGREEMENTUnderwriting Agreement • December 19th, 2023 • AC Immune SA • Pharmaceutical preparations • New York
OPEN MARKET SALE AGREEMENTSMOpen Market Sale Agreement • August 6th, 2024 • AC Immune SA • Pharmaceutical preparations • New York
AC Immune SA, a company limited by shares (Aktiengesellschaft) incorporated under the laws of Switzerland, with registered seat in Ecublens (VD), Switzerland (the “Company”), proposes, subject to the conditions stated herein, to sell from time to time through Jefferies LLC, as sales agent and/or principal (the “Agent”), the Company’s common shares, nominal value CHF 0.02 per share (the “Common Shares”), having an aggregate offering price of up to $80.0 million on the terms set forth in this agreement (this “Agreement”). Execution of this Agreement will supersede and replace the existing open market sale agreement (the “Existing Agreement”) between the Company and the Agent, dated May 5, 2021, with both parties acknowledging that the Existing Agreement has been terminated as of the date hereof.
REGISTRATION RIGHTS AGREEMENT dated as of October 23, 2015 among AC IMMUNE SA and THE SHAREHOLDERS PARTY HERETORegistration Rights Agreement • July 11th, 2016 • AC Immune SA • Pharmaceutical preparations • New York
THIS REGISTRATION RIGHTS AGREEMENT is made as of October 23, 2015 (this “Agreement”) among AC IMMUNE SA, a Swiss stock corporation organized under the laws of Switzerland (the “Company”), and the shareholders listed on the signature pages, as well as any Permitted Transferees (as defined below).
RESEARCH COLLABORATION AND LICENSE AGREEMENTResearch Collaboration and License Agreement • September 13th, 2016 • AC Immune SA • Pharmaceutical preparations • New York
This Research Collaboration and License Agreement (“Agreement”) is made and entered into as of the 15th day of June 2012 (the “Effective Date”) by and between AC Immune SA Corporation, a Swiss corporation with a principal place of business at Parc scientifique EPFL, PSE-B, CH-1015 Lausanne, Switzerland (“ACI”) and Genentech, Inc., a Delaware corporation, with offices located at 1 DNA Way, South San Francisco, CA 94080 (“GNE”) and F. Hoffmann-La Roche Ltd, a Swiss corporation with its principal place of business at Grenzacherstrasse 124, CH 4070 Basel, Switzerland (“Roche”) (GNE and Roche, collectively, “Genentech”). ACI and Genentech are each referred to herein individually as a “Party” and collectively as the “Parties.”
AC IMMUNE SA Common Shares, nominal value CHF 0.02 per share UNDERWRITING AGREEMENTUnderwriting Agreement • September 13th, 2016 • AC Immune SA • Pharmaceutical preparations • New York
SUBSCRIPTION AGREEMENT made as of 16 October 2015 by and amongSubscription Agreement • May 31st, 2016 • AC Immune SA • Pharmaceutical preparations
The Company intends to increase its share capital in a fifth round of financing (the “Series E Financing Round”) by way of issuance of up to 20’536 Series E Preferred Shares in the Company with a nominal value of CHF 5.00 per Series E Preferred Share, each to be fully paid-in in cash, thereby increasing the issued share capital of the Company by a nominal amount of up to CHF 102’680.
CONFIDENTIAL TREATMENT REQUESTED UNDER RULE 406 UNDER THE SECURITIES ACT OF 1933, AS AMENDED. [*****] INDICATES OMITTED MATERIAL THAT IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST FILED SEPARATELY WITH THE COMMISSION. THE OMITTED MATERIAL HAS...License, Development and Commercialization Agreement • September 13th, 2016 • AC Immune SA • Pharmaceutical preparations
This license, development and commercialization agreement (this “Agreement”) is dated December 24, 2014 and is between Janssen Pharmaceuticals, Inc., a Pennsylvania company (“Janssen”) and AC Immune SA, a Swiss company (“ACI”).
LICENSE AND COLLABORATION AGREEMENT between Piramal Imaging Ltd., Piramal Imaging SA and AC Immune SA Effective May 9, 2014License and Collaboration Agreement • May 31st, 2016 • AC Immune SA • Pharmaceutical preparations • England and Wales
THIS LICENSE AND COLLABORATION AGREEMENT (hereinafter “Agreement”) is effective as of May 7, 2014 (the “Effective Date”) by and between Piramal Imaging Ltd., incorporated under the Laws of England and Wales, having its principal place of business at 23, Science Park, Cambridge-CB4 0EY, United Kingdom (hereinafter “Piramal Imaging Ltd”), and its parent company, Piramal Imaging SA, incorporated under the laws of Switzerland, having its principal place of business at Route de l’Ecole, c/o Pascal Nguyen, 1753 Matran, Switzerland (hereinafter “Piramal Imaging SA”) (Piramal Imaging Ltd and Piramal Imaging SA hereinafter together referred to as “Piramal”), and AC Immune SA, incorporated under the laws of Switzerland, having its principal place of business at EPFL Innovation Park, Building B, 1015 Lausanne, Switzerland (hereinafter “AC Immune”) (each AC Immune and Piramal hereinafter referred to individually as a “Party” and jointly as the “Parties”).
CERTAIN CONFIDENTIAL PORTIONS HAVE BEEN REDACTED FROM THIS EXHIBIT BECAUSE THEY ARE BOTH (i) NOT MATERIAL AND (ii) IS THE TYPE THAT THE COMPANY TREATS AS PRIVATE OR CONFIDENTIAL. INFORMATION THAT HAS BEEN OMITTED HAD BEEN IDENTIFIED IN THIS DOCUMENT...Convertible Note Agreement • August 4th, 2021 • AC Immune SA • Pharmaceutical preparations
concerning a convertible note issued by the Company that is convertible into ACIU shares upon terms and conditions set out herein (the "Note")
CERTAIN CONFIDENTIAL PORTIONS HAVE BEEN REDACTED FROM THIS EXHIBIT BECAUSE THEY ARE BOTH (i) NOT MATERIAL AND (ii) IS THE TYPE THAT THE COMPANY TREATS AS PRIVATE OR CONFIDENTIAL. INFORMATION THAT HAS BEEN OMITTED HAD BEEN IDENTIFIED IN THIS DOCUMENT...Asset Purchase and Contribution in Kind Agreement • August 4th, 2021 • AC Immune SA • Pharmaceutical preparations
CONVERTIBLE NOTE AGREEMENTConvertible Note Agreement • March 21st, 2019 • AC Immune SA • Pharmaceutical preparations
THIS SYMBOL “[*****]” INDICATES MATERIAL WHRE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED LICENSE AGREEMENT...License Agreement • April 19th, 2019 • AC Immune SA • Pharmaceutical preparations
This License Agreement (the “Agreement”) is made and entered into effective as of December 11, 2018 (the “Execution Date”) by and between AC Immune SA, a Swiss company (“ACI”) and Eli Lilly and Company, an Indiana corporation (“Lilly”). ACI and Lilly are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
7,391,305 Common Shares AC IMMUNE SA UNDERWRITING AGREEMENTUnderwriting Agreement • July 23rd, 2018 • AC Immune SA • Pharmaceutical preparations • New York
Introductory. AC Immune SA, a company established in Ecublens, near Lausanne, Switzerland (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of 7,391,305 shares of its registered shares, nominal value CHF 0.02 per share (the “Shares”). The 7,391,305 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company proposes to issue, and has granted to the Underwriters an option to purchase, up to an additional 1,108,695 Shares as provided in Section 2. The additional 1,108,695 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and the Optional Shares are collectively called the “Offered Shares.” Any issuance and sale of Offered Shares shall be subject to the Record Shareholders (as defined below) Rights (as defined below). Jefferies LLC (“Jefferies”), Leerink Partners LLC (“Leerink”) and UBS Securities LLC (“UBS”) have ag
OPTION AND LICENSE AGREEMENTOption and License Agreement • August 6th, 2024 • AC Immune SA • Pharmaceutical preparations • New York
This Option and License Agreement (the “Agreement”) is made and entered into as of May 11, 2024 (the “Effective Date”) by and between AC Immune SA, a Swiss company (“ACI”) and Takeda Pharmaceuticals, USA, Inc., a corporation organized under the laws of the State of Delaware (“Takeda”). ACI and Takeda are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
INDEMNITY AGREEMENT (“the Agreement”) BETWEENIndemnification Agreement • March 16th, 2023 • AC Immune SA • Pharmaceutical preparations
CONFIDENTIAL TREATMENT REQUESTED UNDER RULE 24B-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. [*****] INDICATES OMITTED MATERIAL THAT IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST FILED SEPARATELY WITH THE COMMISSION. THE OMITTED...License Agreement • March 21st, 2019 • AC Immune SA • Pharmaceutical preparations
This License Agreement (the “Agreement”) is made and entered into effective as of December 11, 2018 (the “Execution Date”) by and between AC Immune SA, a Swiss company (“ACI”) and Eli Lilly and Company, an Indiana corporation (“Lilly”). ACI and Lilly are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
FORM OF INDEMNITY AGREEMENT made as of [ ] by and amongIndemnification Agreement • September 25th, 2015 • AC Immune SA • Pharmaceutical preparations
CONFIDENTIAL TREATMENT REQUESTED UNDER RULE 406 UNDER THE SECURITIES ACT OF 1933, AS AMENDED. [*****] INDICATES OMITTED MATERIAL THAT IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST FILED SEPARATELY WITH THE COMMISSION. THE OMITTED MATERIAL HAS...Research Collaboration and License Agreement • May 31st, 2016 • AC Immune SA • Pharmaceutical preparations
This Amendment to the Research Collaboration and License Agreement dated November 6, 2006 (the “Amendment”), is made by and between the Parties: AC Immune SA, a Swiss corporation with a principal place of business at Parc scientifique EPFL, PSE-B, CH-1015 Lausanne, Switzerland (“ACI”) and Genentech, Inc., a Delaware corporation, with offices located at 1 DNA Way, South San Francisco, CA 94080 (“Genentech”).
First Amendment to License AgreementLicense Agreement • September 20th, 2019 • AC Immune SA • Pharmaceutical preparations
This First Amendment to License Agreement (the “Amendment”) is made and entered into as of September 19, 2019, by and between AC Immune SA, a Swiss Company (“ACI”) and Eli Lilly and Company, an Indiana Corporation (“Lilly”). (As used herein ACI and Lilly may be individually referred to as a “Party” and collectively referred to as the “Parties”).
Second Amendment to License AgreementLicense Agreement • March 23rd, 2020 • AC Immune SA • Pharmaceutical preparations
This Second Amendment to License Agreement (the “Amendment”) is made and entered into as of March 20, 2020, by and between AC Immune SA, a Swiss Company (“ACI”) and Eli Lilly and Company, an Indiana Corporation (“Lilly”). (As used herein ACI and Lilly may be individually referred to as a “Party” and collectively referred to as the “Parties”).
