SUPPORT AGREEMENTSupport Agreement • February 20th, 2020 • Tocagen Inc • Pharmaceutical preparations • Delaware
This SUPPORT AGREEMENT (this “Agreement”), is made as of February 19, 2020, by and between Forte Biosciences, Inc., a Delaware corporation (the “Company”) and the Person set forth on Schedule A hereto (the “Stockholder”).
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among: TOCAGEN INC., a Delaware corporation; TELLURIDE MERGER SUB, INC., a Delaware corporation; and FORTE BIOSCIENCES, INC., a Delaware corporation Dated as of February 19, 2020Merger Agreement • February 20th, 2020 • Tocagen Inc • Pharmaceutical preparations • Delaware
THIS AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Agreement”) is made and entered into as of February 19, 2020, by and among Tocagen Inc., a Delaware corporation (“Parent”), Telluride Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”), and Forte Biosciences, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
Lock-Up Agreement February [ ], 2020Lock-Up Agreement • February 20th, 2020 • Tocagen Inc • Pharmaceutical preparations • Washington
The undersigned (the “Stockholder”) understands that: (i) TOCAGEN INC., a Delaware corporation (“Parent”), has entered into an Agreement and Plan of Merger and Reorganization, dated as of February 19, 2020 (the “Merger Agreement”), with FORTE BIOSCIENCES, INC., a Delaware corporation (the “Company”) and TELLURIDE MERGER SUB, INC., a Delaware corporation and wholly-owned subsidiary of Parent (“Merger Sub”), pursuant to which Merger Sub will be merged with and into the Company (the “Merger”) and the separate corporate existence of Merger Sub will cease and the Company will continue as the surviving corporation; and (ii) in connection with the Merger, stockholders of the Company will receive shares of Parent Common Stock. Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement.
