Common Contracts

2 similar Lock-Up Agreement contracts by Threshold Pharmaceuticals Inc

Lock-Up Agreement March 16, 2017
Lock-Up Agreement • March 17th, 2017 • Threshold Pharmaceuticals Inc • Pharmaceutical preparations • Delaware

The undersigned (the “Stockholder”) understands that: (i) Threshold Pharmaceuticals, Inc., a Delaware corporation (“Threshold”), has entered into an Agreement and Plan of Merger and Reorganization, dated as of March ___, 2017 (the “Merger Agreement”), with Molecular Templates, Inc., a Delaware corporation (“Molecular”) and Trojan Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Threshold (“Merger Sub”), pursuant to which Merger Sub will be merged with and into Molecular (the “Merger”) and the separate corporate existence of Merger Sub will cease and Molecular will continue as the surviving corporation; (ii) in connection with the Merger, stockholders of Molecular will receive shares of Threshold Common Stock (the “Merger Shares”); and (iii) certain investors of Molecular have, pursuant to a Subscription Agreement, agreed to purchase additional shares of Threshold capital stock (the “PIPE Shares”). Capitalized terms used but not otherwise defined in this letter ag

AutoNDA by SimpleDocs
Lock-Up Agreement March 16, 2017
Lock-Up Agreement • March 17th, 2017 • Threshold Pharmaceuticals Inc • Pharmaceutical preparations • Delaware

The undersigned (the “Stockholder”) understands that: (i) Threshold Pharmaceuticals, Inc., a Delaware corporation (“Threshold”), has entered into an Agreement and Plan of Merger and Reorganization, dated as of March ___, 2017 (the “Merger Agreement”), with Molecular Templates, Inc., a Delaware corporation (“Molecular”) and Trojan Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Threshold (“Merger Sub”), pursuant to which Merger Sub will be merged with and into Molecular (the “Merger”) and the separate corporate existence of Merger Sub will cease and Molecular will continue as the surviving corporation; (ii) in connection with the Merger, stockholders of Molecular will receive shares of Threshold Common Stock (the “Merger Shares”); and (iii) certain investors of Molecular have, pursuant to a Subscription Agreement, agreed to purchase additional shares of Threshold capital stock (the “PIPE Shares”). Capitalized terms used but not otherwise defined in this letter ag

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!