Common Contracts
4 similar Merger Agreement contracts by ACELYRIN, Inc., Exact Sciences Corp, Lyell Immunopharma, Inc., Relay Therapeutics, Inc.
AGREEMENT AND PLAN OF MERGER by and among IMMPACT BIO USA INC., LYELL IMMUNOPHARMA, INC., INSPIRE MERGER SUB INC. and WT REPRESENTATIVE LLC, solely in its capacity as the Representative October 24, 2024Merger Agreement • October 24th, 2024 • Lyell Immunopharma, Inc. • Pharmaceutical preparations • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of October 24, 2024, is made by and among ImmPACT Bio USA Inc., a Delaware corporation (the “Company”), Lyell Immunopharma, Inc., a Delaware corporation (“Parent”), Inspire Merger Sub Inc., a Delaware corporation and wholly owned indirect Subsidiary of Parent (“Merger Sub”), and WT Representative LLC, a Delaware limited liability company, solely in its capacity as the representative, agent and attorney-in-fact of the Company Securityholders (the “Representative”). Parent, Merger Sub and the Company, and, solely in its capacity as the representative for the Company Securityholders and solely to the extent applicable, the Representative, are referred to herein from time to time as a “Party” and collectively as the “Parties.” Capitalized terms used and not otherwise defined herein have the meanings set forth in Article IX.
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION BY AND AMONG ACELYRIN, INC., WH1, INC., WH2, LLC, VALENZABIO, INC., AND SHAREHOLDER REPRESENTATIVE SERVICES LLC Dated as of December 20, 2022Merger Agreement • April 13th, 2023 • ACELYRIN, Inc. • Pharmaceutical preparations • Delaware
This AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (as amended, restated, supplemented or otherwise modified from time to time in accordance with the terms herewith, this “Agreement”) is made and entered into as of December 20, 2022 (the “Agreement Date”), by and among: (i) ACELYRIN, INC., a Delaware corporation (“Parent”); (ii) WH1, Inc., a Delaware corporation and a wholly owned, direct subsidiary of Parent (“First Merger Sub”); (iii) WH2, LLC, a Delaware limited liability company and a wholly owned, direct subsidiary of Parent (“Second Merger Sub” and with First Merger Sub, each a “Merger Sub” and together, the “Merger Subs”); (iv) ValenzaBio, Inc., a Delaware corporation (the “Company”); and (v) solely in its capacity as the representative of the Sellers, Shareholder Representative Services LLC, a Colorado limited liability company (the “Seller Representative”). Capitalized terms used herein have the meanings ascribed thereto in Article I or elsewhere in this Agreement as identif
AGREEMENT AND PLAN OF MERGER BY AND AMONG RELAY THERAPEUTICS, INC., ELIXIR MERGER SUB I, INC., ELIXIR MERGER SUB II, LLC, ZEBIAI THERAPEUTICS, INC., AND SHAREHOLDER REPRESENTATIVE SERVICES LLC, SOLELY IN ITS CAPACITY AS REPRESENTATIVE OF THE SELLERS...Merger Agreement • April 16th, 2021 • Relay Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
This AGREEMENT AND PLAN OF MERGER (as amended, restated, supplemented or otherwise modified from time to time in accordance with the terms herewith, this “Agreement”) is made and entered into as of April 15, 2021 by and among: (i) Relay Therapeutics, Inc., a Delaware corporation (“Parent”); (ii) Elixir Merger Sub I, Inc., a Delaware corporation and a wholly-owned, direct subsidiary of Parent (“First Merger Sub”); (iii) Elixir Merger Sub II, LLC, a Delaware limited liability company and a wholly-owned, direct subsidiary of Parent (“Second Merger Sub” and with First Merger Sub, each a “Merger Sub” and together, the “Merger Subs”); (iv) ZebiAI Therapeutics, Inc., a Delaware corporation (the “Company”); and (v) SHAREHOLDER REPRESENTATIVE SERVICES LLC, a Colorado limited liability company, solely in its capacity as representative, agent and attorney-in-fact of the Sellers (the “Representative”). Capitalized terms used herein have the meanings ascribed thereto in Article I or elsewhere in th
AGREEMENT AND PLAN OF MERGER BY AND AMONGMerger Agreement • October 27th, 2020 • Exact Sciences Corp • Services-commercial physical & biological research • Delaware
This AGREEMENT AND PLAN OF MERGER (as amended, restated, supplemented or otherwise modified from time to time in accordance with the terms herewith, this “Agreement”) is made and entered into as of October 26, 2020, by and among: (i) Exact Sciences Corporation, a Delaware corporation (“Parent”); (ii) Eagle Merger Sub I, Inc., a Delaware corporation and a wholly-owned, direct subsidiary of Parent (“First Merger Sub”); (iii) Eagle Merger Sub II, LLC, a Delaware limited liability company and a wholly-owned, direct subsidiary of Parent (“Second Merger Sub” and with First Merger Sub, each a “Merger Sub” and together, the “Merger Subs”); (iv) Thrive Earlier Detection Corp., a Delaware corporation (the “Company”); and (v) Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as the Representative. Capitalized terms used herein have the meanings ascribed thereto in Article I or elsewhere in this Agreement as identified in Article I.
