Common Contracts

AGREEMENT AND PLAN OF MERGER among: ALLIANCE HOLDCO LIMITED a private limited company organized under the laws of England and Wales; ALLIANCE ACQUISITION SUB, INC., a Delaware corporation; and APPLIED GENETIC TECHNOLOGIES CORPORATION, a Delaware...

Merger Agreement • October 24th, 2022 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances) • Delaware

• Contract Type
  Merger Agreement
• Filed
  October 24th, 2022
• Company
  Applied Genetic Technologies Corp
• Industry
  Biological products, (no disgnostic substances)
• Jurisdiction
  Delaware

THIS AGREEMENT AND PLAN OF MERGER (“Agreement”) is made and entered into as of October 23, 2022, by and among ALLIANCE HOLDCO LIMITED, a private limited company organized under the laws of England and Wales (“Parent”); ALLIANCE ACQUISITION SUB, INC., a Delaware corporation and a wholly-owned subsidiary of Parent (“Purchaser”); and APPLIED GENETIC TECHNOLOGIES CORPORATION, a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.

AGREEMENT AND PLAN OF MERGER by and among: FLEXION THERAPEUTICS, INC., PACIRA BIOSCIENCES, INC., and OYSTER ACQUISITION COMPANY INC. Dated as of October 11, 2021

Merger Agreement • October 12th, 2021 • Pacira BioSciences, Inc. • Pharmaceutical preparations • Delaware

• Contract Type
  Merger Agreement
• Filed
  October 12th, 2021
• Company
  Pacira BioSciences, Inc.
• Industry
  Pharmaceutical preparations
• Jurisdiction
  Delaware

This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of October 11, 2021 (the “Agreement Date”), by and among Pacira BioSciences, Inc., a Delaware corporation (“Parent”), Oyster Acquisition Company Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Purchaser”), and Flexion Therapeutics, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Article 1.

AGREEMENT AND PLAN OF MERGER by and among:

Merger Agreement • October 12th, 2021 • Adamas Pharmaceuticals Inc • Pharmaceutical preparations • Delaware

• Contract Type
  Merger Agreement
• Filed
  October 12th, 2021
• Company
  Adamas Pharmaceuticals Inc
• Industry
  Pharmaceutical preparations
• Jurisdiction
  Delaware

This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of October 10, 2021 (the “Agreement Date”), by and among Supernus Pharmaceuticals, Inc., a Delaware corporation (“Parent”), Supernus Reef, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Purchaser”), and Adamas Pharmaceuticals, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Article 1.

AGREEMENT AND PLAN OF MERGER by and among: ADAMAS PHARMACEUTICALS, INC., SUPERNUS PHARMACEUTICALS, INC., and SUPERNUS REEF, INC. Dated as of October 10, 2021

Merger Agreement • October 12th, 2021 • Supernus Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware

• Contract Type
  Merger Agreement
• Filed
  October 12th, 2021
• Company
  Supernus Pharmaceuticals, Inc.
• Industry
  Pharmaceutical preparations
• Jurisdiction
  Delaware

This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of October 10, 2021 (the “Agreement Date”), by and among Supernus Pharmaceuticals, Inc., a Delaware corporation (“Parent”), Supernus Reef, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Purchaser”), and Adamas Pharmaceuticals, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Article 1.

AGREEMENT AND PLAN OF MERGER by and among: FLEXION THERAPEUTICS, INC., PACIRA BIOSCIENCES, INC., and OYSTER ACQUISITION COMPANY INC. Dated as of October 11, 2021

Merger Agreement • October 12th, 2021 • Flexion Therapeutics Inc • Pharmaceutical preparations • Delaware

• Contract Type
  Merger Agreement
• Filed
  October 12th, 2021
• Company
  Flexion Therapeutics Inc
• Industry
  Pharmaceutical preparations
• Jurisdiction
  Delaware

This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of October 11, 2021 (the “Agreement Date”), by and among Pacira BioSciences, Inc., a Delaware corporation (“Parent”), Oyster Acquisition Company Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Purchaser”), and Flexion Therapeutics, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Article 1.

AGREEMENT AND PLAN OF MERGER among: CORNERSTONE ONDEMAND, INC., a Delaware corporation; SUNSHINE SOFTWARE HOLDINGS, INC., a Delaware corporation; and SUNSHINE SOFTWARE MERGER SUB, INC., a Delaware corporation Dated as of August 5, 2021

Merger Agreement • August 6th, 2021 • Cornerstone OnDemand Inc • Services-prepackaged software • Delaware

• Contract Type
  Merger Agreement
• Filed
  August 6th, 2021
• Company
  Cornerstone OnDemand Inc
• Industry
  Services-prepackaged software
• Jurisdiction
  Delaware

Unless the corporation consents in writing to the selection of an alternative forum, the Court of Chancery in the State of Delaware shall be the sole and exclusive forum for any stockholder (including a beneficial owner) to bring (i) any derivative action or proceeding brought on behalf of the corporation, (ii) any action asserting a claim of breach of fiduciary duty owed by any director, officer or other employee of the corporation to the corporation or the corporation’s stockholders, (iii) any action asserting a claim against the corporation, its directors, officers or employees arising pursuant to any provision of the Delaware General Corporation Law or the corporation’s certificate of incorporation or bylaws or (iv) any action asserting a claim against the corporation, its directors, officers or employees governed by the internal affairs doctrine, except for, as to each of (i) through (iv) above, any claim as to which the Court of Chancery determines that there is an indispensable

AGREEMENT AND PLAN OF MERGER by and among: DOVA PHARMACEUTICALS, INC., SWEDISH ORPHAN BIOVITRUM AB (PUBL) and DRAGONFLY ACQUISITION CORP. September 30, 2019

Merger Agreement • October 3rd, 2019 • Dova Pharmaceuticals Inc. • Pharmaceutical preparations • Delaware

• Contract Type
  Merger Agreement
• Filed
  October 3rd, 2019
• Company
  Dova Pharmaceuticals Inc.
• Industry
  Pharmaceutical preparations
• Jurisdiction
  Delaware

THIS AGREEMENT AND PLAN OF MERGER (“Agreement”) is made and entered into as of September 30, 2019 (the “Agreement Date”), by and among: Swedish Orphan Biovitrum AB (publ), a Swedish public limited liability company (“Parent”); Dragonfly Acquisition Corp., a Delaware corporation and an indirect wholly owned Subsidiary of Parent (“Purchaser”); and Dova Pharmaceuticals, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Section 1.

AGREEMENT AND PLAN OF MERGER among: SMART & FINAL STORES, INC., a Delaware corporation; FIRST STREET PARENT, INC., a Delaware corporation; and FIRST STREET MERGER SUB, INC., a Delaware corporation

Merger Agreement • April 18th, 2019 • Smart & Final Stores, Inc. • Retail-grocery stores • New York

• Contract Type
  Merger Agreement
• Filed
  April 18th, 2019
• Company
  Smart & Final Stores, Inc.
• Industry
  Retail-grocery stores
• Jurisdiction
  New York

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of April 16, 2019, by and among First Street Parent, Inc., a Delaware corporation (“Parent”); First Street Merger Sub, Inc., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Purchaser”); and Smart & Final Stores, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.