AGREEMENT AND PLAN OF MERGER among: Insmed incorporated a Virginia corporation; River Acquisition Co., a Delaware corporation; Transave, LLC, a Delaware limited liability company Transave, Inc., a Delaware corporation; and TVM V Life Science Ventures...Merger Agreement • December 2nd, 2010 • Insmed Inc • Pharmaceutical preparations • New York
This Agreement and Plan of Merger is made and entered into as of December 1, 2010, by and among: Insmed Incorporated, a Virginia corporation (“Parent”), River Acquisition Co., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), Transave, LLC, a Delaware limited liability company, the sole member of which is Parent (“LLC Sub”), Transave, Inc., a Delaware corporation (the “Company”), and TVM V Life Science Ventures GmbH & Co. KG, as the Stockholders’ Agent. Certain other capitalized terms used in this Agreement are defined in Annex I.
REGISTRATION RIGHTS AGREEMENT by and among INSMED INCORPORATED and the SHAREHOLDERS named herein Dated: December 1, 2010Registration Rights Agreement • December 2nd, 2010 • Insmed Inc • Pharmaceutical preparations • New York
REGISTRATION RIGHTS AGREEMENT, dated as of December 1, 2010, by and among Insmed Incorporated, a Virginia corporation (the “Insmed”), and the shareholders that are party to this Agreement from time to time, as set forth on the signature page hereto (each, a “Designated Shareholder”).
SHAREHOLDERS’ AGREEMENTShareholders’ Agreement • December 2nd, 2010 • Insmed Inc • Pharmaceutical preparations • New York
Shareholders’ Agreement, dated as of December 1, 2010 (this “Agreement”), by and among Insmed Incorporated, a Virginia corporation (“Insmed”), and the Persons listed on Schedule I attached hereto (each, a “Shareholder” and collectively the “Shareholders”).
