EXHIBIT 2
AMENDED AND RESTATED JOINT FILING AGREEMENT
THIS AMENDED AND RESTATED JOINT FILING AGREEMENT is entered into as of
April 21, 2005, by and among the parties signatories hereto. This Amended and
Restated Joint Filing Agreement amends and restates the Joint Filing Agreement,
dated June 16, 2000, filed as Exhibit 2 to the Schedule 13D filed on June 16,
2000 (the "Statement on Schedule 13D").
The undersigned hereby agree that the Statement on Schedule 13D with
respect to the shares of common stock, par value $0.01 per share, of
Transkaryotic Therapies, Inc., a Delaware corporation, is, and any amendment
thereafter signed by each of the undersigned shall be, filed on behalf of each
undersigned pursuant to and in accordance with the provisions of 13d-1(k) under
the Securities Exchange Act of 1934, as amended.
Dated: April 21, 2005 WARBURG, XXXXXX EQUITY PARTNERS, L.P.
By: Warburg Pincus Partners LLC,
its General Partner
By: Warburg Pincus & Co.,
its Managing Member
By: /s/ Xxxxx X. Xxxxxxx
-----------------------------
Name: Xxxxx X. Xxxxxxx
Title: Partner
Dated: April 21, 2005 WARBURG PINCUS & CO.
By: /s/ Xxxxx X. Xxxxxxx
-----------------------------
Name: Xxxxx X. Xxxxxxx
Title: Partner
Dated: April 21, 2005 WARBURG PINCUS LLC
By: /s/ Xxxxx X. Xxxxxxx
-----------------------------
Name: Xxxxx X. Xxxxxxx
Title: Managing Director
Dated: April 21, 2005 WARBURG PINCUS PARTNERS LLC
By: Warburg Pincus & Co.,
its Managing Member
By: /s/ Xxxxx X. Xxxxxxx
-----------------------------
Name: Xxxxx X. Xxxxxxx
Title: Partner
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