AMENDMENT NO. 1 AND LIMITED CONSENT TO CREDIT AND SECURITY AGREEMENTCredit and Security Agreement • July 19th, 2018 • PTC Therapeutics, Inc. • Pharmaceutical preparations • New York
This AMENDMENT NO. 1 AND LIMITED CONSENT TO CREDIT AND SECURITY AGREEMENT (this “Agreement”) is made as of this 19th day of July, 2018, by and among PTC Therapeutics, INC., a Delaware corporation (“Borrower”), MIDCAP FINANCIAL TRUST, as Agent (in such capacity, together with its successors and assigns, “Agent”) and the financial institutions or other entities from time to time parties to the Credit Agreement referenced below, each as a Lender.
BRIDGE LOAN AND SECURITY AGREEMENTBridge Loan and Security Agreement • July 19th, 2018 • PTC Therapeutics, Inc. • Pharmaceutical preparations • Delaware
THIS BRIDGE LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of July 19, 2018 (the “Effective Date”) by and among PTC THERAPEUTICS, INC., a Delaware corporation (“Lender”), and AGILIS BIOTHERAPEUTICS, INC., a Delaware corporation (“Borrower”), and the Guarantors (as defined below) party hereto, provides the terms and conditions on which Lender shall lend to Borrower and Borrower shall repay Lender. The parties are entering into this Agreement simultaneously and in connection with the Merger Agreement (as defined below). The parties hereto hereby agree as follows:
Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Double asterisks denote omissions. AGREEMENT AND PLAN OF MERGER by and among PTC THERAPEUTICS, INC., AGILITY MERGER SUB, INC., AGILIS BIOTHERAPEUTICS,...Merger Agreement • July 19th, 2018 • PTC Therapeutics, Inc. • Pharmaceutical preparations • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of July 19, 2018, by and among: PTC THERAPEUTICS, INC., a Delaware corporation (the “Buyer”); AGILITY MERGER SUB, INC., a Delaware corporation and a wholly owned, indirect subsidiary of the Buyer (the “Transitory Subsidiary”); AGILIS BIOTHERAPEUTICS, INC., a Delaware corporation (the “Company”); and, solely in such Person’s capacity as the representative, agent and attorney-in-fact of the Company Equityholders, Shareholder Representative Services LLC, a Colorado limited liability company (the “Company Equityholder Representative”).
