AGREEMENT AND PLAN OF MERGER by and among: AMGEN INC., FRANKLIN ACQUISITION SUB, INC., and FIVE PRIME THERAPEUTICS, INC. Dated as of March 4, 2021Merger Agreement • March 4th, 2021 • Five Prime Therapeutics, Inc. • Pharmaceutical preparations • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of March 4, 2021 (the “Agreement Date”), by and among Amgen Inc., a Delaware corporation (“Parent”), Franklin Acquisition Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Purchaser”), and Five Prime Therapeutics, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Article 1.
