INDENTURE dated as of December 11, 2014 by and between ZP SPV 1 K/S, a limited partnership organized under the laws of Denmark, as issuer of the Notes described herein, and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as initial...Indenture • July 6th, 2017 • Zealand Pharma a/S • Pharmaceutical preparations • New York
This INDENTURE, dated as of December 11, 2014, is by and between ZP SPV 1 K/S, a limited partnership organized under the laws of Denmark, as issuer of the Notes described herein, and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as initial trustee of the Notes described herein and as Operating Bank.
ELAN CORPORATION, PLC ELAN PHARMA INTERNATIONAL LIMITED ELAN INTERNATIONAL SERVICES LTD SHIPROCK HOLDINGS (BERMUDA) LIMITED BETACURE HOLDING A/S ZEALAND PHARMA A/S BETACURE AND MONKSLAND HOLDINGS B.V. TERMINATION AGREEMENT McCann FitzGerald Solicitors...Termination Agreement • July 6th, 2017 • Zealand Pharma a/S • Pharmaceutical preparations
IN CONSIDERATION OF THE MUTUAL COVENANTS CONTAINED HEREIN, AND OTHER GOOD AND VALUABLE CONSIDERATION, THE RECEIPT AND ADEQUACY OF WHICH ARE HEREBY ACKNOWLEDGED, IT IS HEREBY AGREED AS FOLLOWS:
LICENSE AND COLLABORATION AGREEMENT BETWEEN BOEHRINGER INGELHEIM INTERNATIONAL GMBH AND ZEALAND PHARMA A/S [***] BI Contract No.: 43059374License and Collaboration Agreement • July 6th, 2017 • Zealand Pharma a/S • Pharmaceutical preparations
This License and Collaboration Agreement (the “Agreement”) effective as of July 28, 2014 (the “Effective Date”) is entered into by and between Zealand Pharma A/S (“Zealand Pharma”), Smedeland 36, 2600 Glostrup, Denmark (VAT-ID No: DK 20 04 50 78) and Boehringer Ingelheim International GmbH (“BI”), Binger Strasse 173, 55216 Ingelheim am Rhein, Germany (VAT-ID No: DE 811138149). Zealand Pharma and BI may hereinafter also be referred to individually as a “Party” or collectively as the “Parties.”
LICENSE AGREEMENT by and between Zealand Pharma A/S and Aventis Pharma Deutschland GmbH Execution VersionLicense Agreement • July 6th, 2017 • Zealand Pharma a/S • Pharmaceutical preparations
[***] Certain information in this document has been omitted and submitted separately to the Securities and Exchange Commission. Confidential treatment has been requested separately with respect to the omitted portions.
LICENSE AGREEMENT BETWEEN ZEALAND PHARMA A/S AND HELSINN HEALTHCARE SALicense Agreement • July 6th, 2017 • Zealand Pharma a/S • Pharmaceutical preparations • England and Wales
[***] Certain information in this document has been omitted and submitted separately to the Securities and Exchange Commission. Confidential treatment has been requested separately with respect to the omitted portions.
STRICTLY CONFIDENTIALZealand Pharma a/S • July 6th, 2017 • Pharmaceutical preparations
OMNIBUS AMENDMENTOmnibus Amendment • July 6th, 2017 • Zealand Pharma a/S • Pharmaceutical preparations • New York
This OMNIBUS AMENDMENT (this “Amendment”) is made and entered into as of March 15, 2017 by and among (i) ZP SPV 1 K/S, a limited partnership registered under the laws of Denmark (the “Issuer”), (ii) U.S. Bank National Association, a national banking association (the “Trustee”), (iii) Athyrium Opportunities Fund (A) LP, a Delaware limited partnership (“AOF A”), (iv) Athyrium Opportunities Fund (B) LP, a Delaware limited partnership (“AOF B”), (v) Athyrium Opportunities II Acquisition LP, a Delaware limited partnership (“AOF II”, and together with AOF A and AOF B, the “Noteholders”), (vi) Zealand Pharma A/S, a company registered under the laws of Denmark (“Zealand Parent”), (vii) ZP Holding SPV K/S, a limited partnership registered under the laws of Denmark (the “Master SPV”), (viii) ZP General Partner 1 ApS, a limited liability company registered under the laws of Denmark (“General Partner 1”) and (ix) ZP General Partner 2 ApS, a limited liability company registered under the laws of De
STRICTLY CONFIDENTIALZealand Pharma a/S • July 6th, 2017 • Pharmaceutical preparations • New York
Affiliate means, with respect to a specified Person, a Person that directly, or indirectly through one or more intermediaries, Controls, is Controlled by or is under common Control with, the specified Person.
LICENSE AND COLLABORATION AGREEMENT BETWEEN BOEHRINGER INGELHEIM INTERNATIONAL GMBH AND ZEALAND PHARMA A/S BI Contract No.: 43037553 CONFIDENTIALLicense and Collaboration Agreement • July 6th, 2017 • Zealand Pharma a/S • Pharmaceutical preparations
This License and Collaboration Agreement (the “Agreement”) effective as of 15 June 2011 (the “Effective Date”) is entered into by and between Zealand Pharma A/S (“Zealand Pharma”), Smedeland 36, 2600 Glostrup, Denmark (VAT-ID No: DK 20 04 50 78) and Boehringer Ingelheim International GmbH (“BI”), Binger Strasse 173 55216 Ingelheim am Rhein, Germany (VAT-ID No: DE 811138149). Zealand Pharma and BI may hereinafter also be referred to individually as a “Party” or collectively as the “Parties.”
ZEALAND PHARMA A/S AMERICAN DEPOSITARY SHARES, EACH REPRESENTING ONE ORDINARY SHARE, NOMINAL VALUE DKK 1 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • July 6th, 2017 • Zealand Pharma a/S • Pharmaceutical preparations • New York
The undersigned, a securityholder, officer and/or director of Zealand Pharma A/S, a public limited liability company organized and existing under the laws of the Kingdom of Denmark (the “Company”), understands that Morgan Stanley & Co. LLC and Goldman Sachs & Co. LLC (together, the “Representatives”) propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with the Company providing for the public offering in the United States (the “Public Offering”) by the several Underwriters, including the Representatives (the “Underwriters”), of American Depository Shares of the Company (“ADSs”), each ADS representing a certain number of ordinary shares to be determined, with a nominal value of DKK 1 per share, of the Company (the “Ordinary Shares”).
