EXHIBIT 99.2 AGREEMENT AND PLAN OF MERGERMerger Agreement • December 23rd, 2003 • Pfizer Inc • Pharmaceutical preparations • Delaware
AMONG PFIZER INC.,Merger Agreement • July 16th, 2002 • Pfizer Inc • Pharmaceutical preparations • New York
RIGHTS AGREEMENT This Agreement, dated as of September 24, 1987, between PFIZER INC., a Delaware corporation (the "Company"), and THE CHASE MANHATTAN BANK, N.A., a national banking association (the "Rights Agent"). W I T N E S S E T H : WHEREAS, on...Rights Agreement • March 28th, 1997 • Pfizer Inc • Pharmaceutical preparations • Delaware
AMENDMENT TO AGREEMENT AND PLAN OF MERGER BY AND AMONG PFIZER INC., ENZO ACQUISITION CORP. AND ESPERION THERAPEUTICS, INC.Agreement and Plan of Merger • January 23rd, 2004 • Pfizer Inc • Pharmaceutical preparations • Delaware
AGREEMENTIndemnification Agreement • March 28th, 1997 • Pfizer Inc • Pharmaceutical preparations • Delaware
AGREEMENT ---------Indemnification Agreement • March 26th, 1998 • Pfizer Inc • Pharmaceutical preparations • Delaware
PFIZER INC. toIndenture • January 30th, 2001 • Pfizer Inc • Pharmaceutical preparations • New York
Pfizer Inc.Underwriting Agreement • October 20th, 2000 • Pfizer Inc • Pharmaceutical preparations • New York
toStock and Asset Purchase Agreement • March 26th, 1999 • Pfizer Inc • Pharmaceutical preparations • New York
Pfizer Inc. Debt Securities Underwriting AgreementUnderwriting Agreement • June 3rd, 2016 • Pfizer Inc • Pharmaceutical preparations • New York
From time to time Pfizer Inc., a Delaware corporation (the “Company”), proposes to enter into one or more Pricing Agreements (each a “Pricing Agreement”) in the form of Annex I hereto, with such additions and deletions as the parties thereto may determine, and subject to the terms and conditions stated herein and therein, to issue and sell to the firms named in Schedule I to the applicable Pricing Agreement (such firms constituting the “Underwriters” with respect to such Pricing Agreement and the securities specified therein) certain of its debt securities (the “Securities”) specified in Schedule II to such Pricing Agreement (with respect to such Pricing Agreement, the “Designated Securities”).
------------------------------------------------------------------------------- - SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------------ FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS...Annual Report • March 29th, 1996 • Pfizer Inc • Pharmaceutical preparations
PFIZER SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES RESIDENT IN PUERTO RICO STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS DECEMBER 31, 1995
PFIZER INVESTMENT ENTERPRISES PTE. LTD., as Issuer PFIZER INC., as Parent Guarantor and THE BANK OF NEW YORK MELLON, as Trustee INDENTURE Dated as of May 19, 2023 DEBT SECURITIESIndenture • May 19th, 2023 • Pfizer Inc • Pharmaceutical preparations • New York
INDENTURE, dated as of May 19, 2023, among PFIZER INVESTMENT ENTERPRISES PTE. LTD., a private company limited by shares incorporated under the laws of the Republic of Singapore (the “Issuer”), PFIZER INC., a Delaware corporation (the “Parent Guarantor”), and THE BANK OF NEW YORK MELLON, a New York banking corporation, as trustee (the “Trustee”).
Pfizer Inc. Debt Securities Underwriting AgreementUnderwriting Agreement • August 18th, 2021 • Pfizer Inc • Pharmaceutical preparations • New York
From time to time Pfizer Inc., a Delaware corporation (the “Company”), proposes to enter into one or more Pricing Agreements (each a “Pricing Agreement”) in the form of Annex I hereto, with such additions and deletions as the parties thereto may determine, and subject to the terms and conditions stated herein and therein, to issue and sell to the firms named in Schedule I to the applicable Pricing Agreement (such firms constituting the “Underwriters” with respect to such Pricing Agreement and the securities specified therein) certain of its debt securities (the “Securities”) specified in Schedule II to such Pricing Agreement (with respect to such Pricing Agreement, the “Designated Securities”).
AGREEMENT AND PLAN OF MERGER among: MEDIVATION, INC. a Delaware corporation; PFIZER INC., a Delaware corporation; and MONTREAL, INC., a Delaware corporation Dated as of August 20, 2016Merger Agreement • August 22nd, 2016 • Pfizer Inc • Pharmaceutical preparations • Delaware
THIS AGREEMENT AND PLAN OF MERGER (“Agreement”) is made and entered into as of August 20, 2016, by and among Pfizer Inc., a Delaware corporation (“Parent”); Montreal, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Purchaser”); and Medivation, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
SUBSCRIPTION AGREEMENTSubscription Agreement • November 6th, 2020 • Pfizer Inc • Pharmaceutical preparations
This Subscription Agreement (this “Subscription Agreement” is being entered into as of the date set forth on the signature page hereto, by and between ARYA Sciences Acquisition Corp II, a Cayman Islands exempted company, which shall be domesticated as a Delaware corporation prior to the closing of the Transaction (as defined herein) (“ARYA”). and the undersigned subscriber (the “Investor”), in connection with the Business Combination Agreement, dated as of the date hereof (as may be amended, supplemented or otherwise modified from time to time, the “Transaction Agreement”), by and among ARYA, Cerevel Therapeutics, Inc., a Delaware corporation (the “Company”). Cassidy Merger Sub 1, Inc., a Delaware corporation (“Cassidy Merger Sub 1”). pursuant to which, among other things, Cassidy Merger Sub 1 will merge with and into the Company, with the Company as the surviving company in the merger and, after giving effect to such merger, becoming a wholly-owned subsidiary of ARYA, on the terms and
Agreement and Plan of Merger dated as of February 20, 2008 among Pfizer Inc., Explorer Acquisition Corp. and Encysive Pharmaceuticals Inc.Merger Agreement • March 4th, 2008 • Pfizer Inc • Pharmaceutical preparations • Delaware
Agreement and Plan of Merger (this “Agreement”), dated as of February 20, 2008, among Pfizer Inc., a Delaware corporation (“Parent”), Explorer Acquisition Corp., a Delaware corporation and wholly-owned subsidiary of Parent (“Merger Sub”), and Encysive Pharmaceuticals Inc., a Delaware corporation (the “Company”).
ARTICLE V REPRESENTATIONS AND WARRANTIES OF PFIZER . . . 51 Section 5.1. Organzation. . . . . . . . . . . . . . . . . . 51 Section 5.2. Authority; Binding Effect. . . . . . . . . . . 51 Section 5.3. Conveyed Subsidiaries; Capital Structure. . . . . ....Stock and Asset Purchase Agreement • November 12th, 1998 • Pfizer Inc • Pharmaceutical preparations • New York
STOCK AND ASSET PURCHASE AGREEMENT by and among PFIZER INC.,Stock and Asset Purchase Agreement • February 28th, 2019 • Pfizer Inc • Pharmaceutical preparations • New York
This STOCK AND ASSET PURCHASE AGREEMENT, dated as of December 19, 2018 (this “Agreement”), is by and among Pfizer Inc., a Delaware corporation (“Seller Parent”), GlaxoSmithKline Plc, a public limited company incorporated under the laws of England (“Purchaser Parent”, and together with Seller Parent, the “Parents”), and GlaxoSmithKline Consumer Healthcare Holdings Limited, a company incorporated under the laws of England (“Purchaser,” and together with the Parents, the “Parties”).
AMENDMENTGlobal Agreement • July 16th, 2002 • Pfizer Inc • Pharmaceutical preparations
DATED 16 January 2024 GLAXO GROUP LIMITED and PFIZER INC. and GSK (NO.1) SCOTTISH LIMITED PARTNERSHIP and MERRILL LYNCH INTERNATIONAL and CITIGROUP GLOBAL MARKETS LIMITED LOCK-UP DEED _____________________________________________________Lock-Up Deed • January 19th, 2024 • Pfizer Inc • Pharmaceutical preparations
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGERMerger Agreement • January 29th, 2009 • Pfizer Inc • Pharmaceutical preparations • Delaware
SEPARATION AND DISTRIBUTION AGREEMENT by and between PFIZER INC. and UPJOHN INC. Dated as of July 29, 2019Separation and Distribution Agreement • July 29th, 2019 • Pfizer Inc • Pharmaceutical preparations • Delaware
This SEPARATION AND DISTRIBUTION AGREEMENT, dated as of July 29, 2019, is by and between Pfizer Inc., a Delaware corporation (“Pluto”), and Upjohn Inc., a Delaware corporation (“Spinco”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Article I hereof.
PFIZER INC. TOIndenture • October 20th, 2000 • Pfizer Inc • Pharmaceutical preparations • New York
AMENDMENT NO. 3 TO THE SEPARATION AND DISTRIBUTION AGREEMENTSeparation and Distribution Agreement • November 5th, 2020 • Pfizer Inc • Pharmaceutical preparations
This Amendment No. 3 (this “Amendment”) to the Separation and Distribution Agreement, dated as of July 29, 2019, as amended (the “Agreement”), is made as of September 18, 2020 by and between Pfizer Inc., a Delaware corporation (“Pluto”) and Upjohn Inc., a Delaware corporation and wholly owned Subsidiary of Pluto (“Spinco”). Each of the foregoing parties is referred to herein as a “Party” and collectively as the “Parties.”
TIME SHARING AGREEMENTTime Sharing Agreement • August 6th, 2020 • Pfizer Inc • Pharmaceutical preparations • New York
This Time Sharing Agreement (this “Agreement”) is dated this 9th day of July, 2020, by and between Pfizer Inc., a Delaware corporation (the “Company”) and Albert Bourla, an individual (“Lessee”).
EXHIBIT 10.1 U.S. $22,500,000,000 364-DAY BRIDGE TERM LOAN CREDIT AGREEMENT Dated as of March 12, 2009364-Day Bridge Term Loan Credit Agreement • March 12th, 2009 • Pfizer Inc • Pharmaceutical preparations • New York
TERMINATION AGREEMENTTermination Agreement • April 6th, 2016 • Pfizer Inc • Pharmaceutical preparations • Delaware
This TERMINATION AGREEMENT (this “Agreement”), dated as of April 6, 2016, is by and among Pfizer Inc., a Delaware corporation (the “Company”), Allergan plc, an Irish public limited company (“Parent”), Watson Merger Sub Inc., a Delaware corporation and a direct wholly owned Subsidiary of Parent (“Merger Sub”), and Allergan Medical GmbH (f/k/a Allergan Medical S.À.R.L.), a wholly owned Subsidiary of Parent (“Medical”) (each, a “Party” and collectively, the “Parties”).
AGREEMENT AND PLAN OF MERGER by and among PFIZER INC., ARIS MERGER SUB, INC. and SEAGEN INC., Dated as of MARCH 12, 2023Merger Agreement • March 13th, 2023 • Pfizer Inc • Pharmaceutical preparations • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of March 12, 2023, is by and among Pfizer Inc., a Delaware corporation (“Parent”), Aris Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and Seagen Inc., a Delaware corporation (the “Company”).
AMENDMENT TO COLLABORATION AND LICENSE AGREEMENT EXHIBIT (D)(2) AMENDMENT TO COLLABORATION AND LICENSE AGREEMENT This is an Amendment dated as of December 19, 2003 (the "Amendment") to the Collaboration and License Agreement between Esperion...Collaboration and License Agreement • January 7th, 2004 • Pfizer Inc • Pharmaceutical preparations
CONFIDENTIALITY AGREEMENT April 19, 2016Confidentiality Agreement • May 26th, 2016 • Pfizer Inc • Pharmaceutical preparations • Delaware
In connection with your consideration of a possible transaction involving Anacor Pharmaceuticals, Inc. (the “Company”) and Pfizer Inc. (“Pfizer”) (the “Transaction”), it is expected that each party may furnish or otherwise make available (the “Disclosing Party”) certain information regarding the Disclosing Party’s business, operations and affairs to the other party (the “Receiving Party”). Such information (whether oral, written, electronic or otherwise), regardless of the form in which it is provided or maintained and whether prepared by the Disclosing Party, its Representatives (as defined below) or otherwise and whether provided on or after the date hereof, together with those portions of any notes, analyses, compilations, studies, interpretations or other documents prepared by the Receiving Party or any of the Receiving Party’s Representatives that contain or otherwise reflect such information is hereinafter referred to as “Confidential Information,” except that “Confidential Infor
VOTING AGREEMENTVoting Agreement • March 13th, 2023 • Pfizer Inc • Pharmaceutical preparations • Delaware
This VOTING AGREEMENT (this “Agreement”), dated as of March 12, 2023, is by and among (i) Pfizer Inc., a Delaware corporation (“Parent”), (ii) Seagen Inc., a Delaware corporation (the “Company”), and (iii) Baker Bros. Advisors LP (the “Advisor”), on behalf of itself and the persons listed on Schedule A hereto in their capacity as record or beneficial owners of Common Shares (as defined below) (each, a “Stockholder” and, collectively, the “Stockholders”). Each of Parent, the Company and the Advisor are sometimes referred to as a “Party.”
PFIZER INC. AT $35.00 PER SHAREOffer to Purchase • January 7th, 2004 • Pfizer Inc • Pharmaceutical preparations
AMENDMENT NO. 1 TO THE SEPARATION AND DISTRIBUTION AGREEMENTSeparation and Distribution Agreement • February 27th, 2020 • Pfizer Inc • Pharmaceutical preparations
This Amendment No. 1 (this “Amendment”) to the Separation and Distribution Agreement, dated as of July 29, 2019 (the “Agreement”), is made as of February 18, 2020, by and between Pfizer Inc., a Delaware corporation (“Pfizer”), and Upjohn Inc., a Delaware corporation and wholly owned Subsidiary of Pfizer (“Upjohn”, and together with Pfizer, the “Parties”, and each, a “Party”).
ContractEighth Supplemental Indenture • November 3rd, 2009 • Pfizer Inc • Pharmaceutical preparations • New York
EIGHTH SUPPLEMENTAL INDENTURE, dated as of October 30, 2009 (this “Eighth Supplemental Indenture”), between WYETH, a Delaware corporation (as successor to American Home Products Corporation) (the “Issuer”), Pfizer Inc., a Delaware corporation (“Pfizer”) and THE BANK OF NEW YORK MELLON (as successor to JPMORGAN CHASE BANK), a banking corporation duly organized and existing under the laws of the State of New York, as trustee (the “Trustee”).
AGREEMENT AND PLAN OF MERGER AMONG PFIZER INC, PERKINS HOLDING COMPANY AND HOSPIRA, INC. Dated as of February 5, 2015Merger Agreement • February 6th, 2015 • Pfizer Inc • Pharmaceutical preparations • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of February 5, 2015, is among Pfizer Inc. (“Parent”), a Delaware corporation, Perkins Holding Company (“Sub”), a Delaware corporation and a wholly owned subsidiary of Parent, and Hospira, Inc. (the “Company”), a Delaware corporation.
