AGREEMENT AND PLAN OF MERGER among SMITHKLINE BEECHAM CORPORATION, FOUNTAIN ACQUISITION CORPORATION and SIRTRIS PHARMACEUTICALS, INC. Dated as of April 22, 2008Merger Agreement • May 2nd, 2008 • Glaxosmithkline PLC • Pharmaceutical preparations • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of April 22, 2008 (this “Agreement”), among SmithKline Beecham Corporation, a Pennsylvania corporation (“Parent”), Fountain Acquisition Corporation, a Delaware corporation and wholly-owned Subsidiary of Parent (“Purchaser”), and Sirtris Pharmaceuticals, Inc., a Delaware corporation (the “Company”).
CONFIDENTIAL DISCLOSURE AGREEMENTConfidentiality Agreement • May 2nd, 2008 • Glaxosmithkline PLC • Pharmaceutical preparations • Massachusetts
THIS CONFIDENTIAL DISCLOSURE AGREEMENT (the “Agreement”) is made and entered into as of the sixth (6th) day of February, 2006 (the “Effective Date”), by and between Sirtris Pharmaceuticals, Inc., a Delaware corporation having offices at 790 Memorial Drive, Suite 104, Cambridge, MA 02139 (“Sirtris”) and SmithKline Beecham Corporation d/b/a GlaxoSmithKline, a Pennsylvania corporation having offices at Five Moore Drive, P.O. Box 13398, Research Triangle Park, NC 27709 (“GSK”).
TENDER AND STOCKHOLDER SUPPORT AGREEMENTTender and Stockholder Support Agreement • May 2nd, 2008 • Glaxosmithkline PLC • Pharmaceutical preparations • Delaware
This TENDER AND STOCKHOLDER SUPPORT AGREEMENT (this “Agreement”), dated April 22, 2008, is by and among SmithKline Beecham Corporation, a Pennsylvania corporation (“Parent”), Fountain Acquisition Corporation, a Delaware corporation and wholly-owned Subsidiary of Parent (“Purchaser”), and certain stockholders of Sirtris Pharmaceuticals, Inc., a Delaware corporation (the “Company”), set forth on Schedule A hereto (each a “Stockholder” and, collectively the “Stockholders”).
