SUPPORT AGREEMENTSupport Agreement • August 8th, 2017 • Galena Biopharma, Inc. • Pharmaceutical preparations • Delaware
This SUPPORT AGREEMENT (this “Agreement”), is made as of August 7, 2017, by and between SELLAS Life Sciences Group Ltd (“Sellas”) and the Person set forth on Schedule A hereto (the “Stockholder”).
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among GALENA BIOPHARMA, INC., SELLAS INTERMEDIATE HOLDINGS I, INC., SELLAS INTERMEDIATE HOLDINGS II, INC., GALENA BERMUDA MERGER SUB, LTD., and SELLAS LIFE SCIENCES GROUP LTD Dated as of August 7, 2017Merger Agreement • August 8th, 2017 • Galena Biopharma, Inc. • Pharmaceutical preparations • Delaware
THIS AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Agreement”) is made and entered into as of August 7, 2017, by and among Galena Biopharma, Inc., a Delaware corporation (“Galena”), Sellas Intermediate Holdings I, Inc., a Delaware corporation and a wholly-owned subsidiary of Galena (“Holdings I”), Sellas Intermediate Holdings II, Inc., a Delaware corporation and a wholly-owned subsidiary of Holdings I (“Holdings II”), Galena Bermuda Merger Sub, Ltd., a Bermuda exempted company and a wholly-owned subsidiary of Holdings II (“Merger Sub”), and SELLAS Life Sciences Group Ltd, a Bermuda exempted company (“Sellas”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
CONSENTConsent • August 8th, 2017 • Galena Biopharma, Inc. • Pharmaceutical preparations • New York
This Consent (“Consent”), dated as of August 7, 2017, is made by JGB (Cayman) Newton Ltd. (the “Holder”), in favor of Galena Biopharma, Inc., a Delaware corporation (the “Company”).
