LIMITED GUARANTEELimited Guarantee • June 27th, 2017 • Weidong Yin • Pharmaceutical preparations • New York
LIMITED GUARANTEE, dated as of June 26, 2017 (this “Limited Guarantee”) by Vivo Capital Surplus Fund VIII, L.P., a limited liability partnership organized and existing under the Laws of the State of Delaware (the “Guarantor”), in favor of Sinovac Biotech Ltd., a company limited by shares incorporated under the Laws of Antigua and Barbuda (the “Guaranteed Party”). Each capitalized term used and not defined herein shall have the meaning ascribed to it in the Amalgamation Agreement (as defined below), except as otherwise provided herein.
EQUITY COMMITMENT LETTER June 26, 2017Amalgamation Agreement • June 27th, 2017 • Weidong Yin • Pharmaceutical preparations • New York
This letter agreement sets forth the commitment of Vivo Capital Fund VIII, L.P., a limited liability partnership organized and existing under the Laws of the State of Delaware (the “Sponsor”), subject to the terms and conditions contained herein, to purchase, directly or indirectly, certain equity interests of Sinovac Holding (Cayman) Limited, an exempted company incorporated with limited liability under the Laws of the Cayman Islands (“Holdco”). It is contemplated that, pursuant to that certain Amalgamation Agreement, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Amalgamation Agreement”), among Sinovac Biotech Ltd. (the “Company”), Sinovac (Cayman) Limited, a direct wholly-owned Subsidiary of Holdco (“Parent”), and Sinovac Amalgamation Sub Limited, a direct wholly-owned Subsidiary of Parent (“Amalgamation Sub”), Amalgamation Sub will amalgamate with and into the Company (the “Amalgamation”), with the Company surviving the
SUPPORT AGREEMENTSupport Agreement • June 27th, 2017 • Weidong Yin • Pharmaceutical preparations • New York
This SUPPORT AGREEMENT (this “Agreement”) is entered into as of June 26, 2017 by and among Sinovac (Cayman) Limited, an exempted company incorporated with limited liability under the Laws of the Cayman Islands (“Parent”), Sinovac Holding (Cayman) Limited, an exempted company incorporated with limited liability under the Laws of the Cayman Islands (“Holdco”), Mr. Weidong Yin (the “Chairman”) and SAIF Partners IV L.P., an exempted limited partnership registered under the Laws of the Cayman Islands (“SAIF” and, together with the Chairman, the “Rollover Shareholders” and each, a “Rollover Shareholder”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Amalgamation Agreement (as defined below).
EQUITY COMMITMENT LETTER June 26, 2017Equity Commitment Letter • June 27th, 2017 • Weidong Yin • Pharmaceutical preparations • New York
This letter agreement sets forth the commitment of C-Bridge Healthcare Fund II, L.P., an exempted limited partnership registered and existing under the Laws of the Cayman Islands (the “Sponsor”), subject to the terms and conditions contained herein, to purchase, directly or indirectly, certain equity interests of Sinovac Holding (Cayman) Limited, an exempted company incorporated with limited liability under the Laws of the Cayman Islands (“Holdco”). It is contemplated that, pursuant to that certain Amalgamation Agreement, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Amalgamation Agreement”), among Sinovac Biotech Ltd. (the “Company”), Sinovac (Cayman) Limited, a direct wholly-owned Subsidiary of Holdco (“Parent”), and Sinovac Amalgamation Sub Limited, a direct wholly-owned Subsidiary of Parent (“Amalgamation Sub”), Amalgamation Sub will amalgamate with and into the Company (the “Amalgamation”), with the Company surviving
INTERIM INVESTORS AGREEMENTInterim Investors Agreement • June 27th, 2017 • Weidong Yin • Pharmaceutical preparations • New York
This Interim Investors Agreement (the “Agreement”) is made as of June 26, 2017 by and among Sinovac Holding (Cayman) Limited, a Cayman Islands company (“Holdco”), Sinovac (Cayman) Limited, a Cayman Islands company and wholly-owned subsidiary of Holdco (“Parent”), Sinovac Amalgamation Sub Limited, an Antigua and Barbuda company and wholly-owned subsidiary of Parent (“Amalgamation Sub”), the New Investors (as defined below) and the Rollover Investors (as defined below). Capitalized terms used herein but not defined shall have the meanings given to them in the Amalgamation Agreement (as defined below).
