SECURITIES PURCHASE AGREEMENT by and among DIPLOMAT PHARMACY, INC., BIORX, LLC, AND THE OTHER PARTIES NAMED HEREIN February 26, 2015Securities Purchase Agreement • February 26th, 2015 • Diplomat Pharmacy, Inc. • Retail-drug stores and proprietary stores • Delaware
This Securities Purchase Agreement (this “Agreement”) is entered into as of February 26, 2015, by and among (i) Diplomat Pharmacy, Inc., a Michigan corporation (“Buyer”), (ii) BioRx, LLC, a Delaware limited liability company (the “Company”), (iii) the members of the Company listed on Schedule A attached hereto (each, a “Member” and collectively, the “Members”), (iv) Symmetric Partners — B, L.P., a Delaware limited partnership (“B-Fund”), and Symmetric Partners GP, L.P., a Delaware limited partnership (“GP”) (each a “Blocker Seller” and, collectively with the Members, the “Sellers”) and (v) Symmetric Capital, LLC, a Delaware limited liability company, solely in its capacity as Sellers’ Representative hereunder. Capitalized terms used and not otherwise defined in this Agreement have the meanings set forth in Article XIV.
