0001193125-17-011785 Sample Contracts

TENDER AND SUPPORT AGREEMENT

Tender and Support Agreement • January 18th, 2017 • CoLucid Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware

• Contract Type
  Tender and Support Agreement
• Filed
  January 18th, 2017
• Company
  CoLucid Pharmaceuticals, Inc.
• Industry
  Pharmaceutical preparations
• Jurisdiction
  Delaware

This Tender and Support Agreement (this “Agreement”) is made and entered into as of January 17, 2017, by and among Eli Lilly and Company, an Indiana corporation (“Parent”), ProCar Acquisition Corporation, a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and the Person listed as “Stockholder” on the signature page hereto (“Stockholder”).

AGREEMENT AND PLAN OF MERGER among ELI LILLY AND COMPANY (“Parent”), PROCAR ACQUISITION CORPORATION (“Merger Sub”) and COLUCID PHARMACEUTICALS, INC. (the “Company”) Dated as of January 17, 2017

Merger Agreement • January 18th, 2017 • CoLucid Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware

• Contract Type
  Merger Agreement
• Filed
  January 18th, 2017
• Company
  CoLucid Pharmaceuticals, Inc.
• Industry
  Pharmaceutical preparations
• Jurisdiction
  Delaware

This Agreement and Plan of Merger (this “Agreement”), dated as of January 17, 2017, is among Eli Lilly and Company, an Indiana corporation (“Parent”), ProCar Acquisition Corporation, a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and CoLucid Pharmaceuticals, Inc., a Delaware corporation (the “Company”). Capitalized terms not otherwise defined herein shall have the meaning set forth in Exhibit A attached hereto.