LIMITED GUARANTEELimited Guarantee • July 13th, 2022 • Ginger Merger Sub, Inc. • Pharmaceutical preparations • Delaware
THIS LIMITED GUARANTEE, dated as of June 23, 2022 (this “Limited Guarantee”), by GPC WH Fund LP, a Delaware limited partnership (the “Guarantor”), is in favor of Radius Health, Inc., a Delaware corporation (the “Guaranteed Party”).
Ginger Acquisition, Inc. c/o Gurnet Point Capital Cambridge, MA 02142 Ladies and Gentlemen:Investment Agreement • July 13th, 2022 • Ginger Merger Sub, Inc. • Pharmaceutical preparations • Delaware
This letter agreement (this “Agreement”) sets forth the commitment of Patient Square Equity Partners, LP, a Delaware limited partnership (the “Investor”), subject to the terms and conditions contained herein, to contribute or cause to be contributed to Ginger Acquisition, Inc., a Delaware corporation (“Parent”), directly or indirectly through one or more equityholders of Investor or otherwise, by way of equity, loans or other instruments or securities, an amount equal to $248,000,000 (such amount, the “PSC Commitment”). Reference is made to that certain Agreement and Plan of Merger (as amended, restated, supplemented or otherwise modified from time to time, the “Merger Agreement”), dated as of the date hereof, by and among Parent, Ginger Merger Sub, Inc., a Delaware corporation and a direct, wholly-owned subsidiary of Parent (“Merger Sub”), and Radius Health, Inc., a Delaware corporation (the “Company”), pursuant to which Merger Sub will merge with and into the Company, with the Compan
AMENDMENT TO CONFIDENTIAL DISCLOSURE AGREEMENTConfidential Disclosure Agreement • July 13th, 2022 • Ginger Merger Sub, Inc. • Pharmaceutical preparations
This AMENDMENT TO THE CONFIDENTIAL DISCLOSURE AGREEMENT (this “Amendment”) is made as of May 9, 2022, by and between Radius Health, Inc., together with its Affiliates (“Radius”), with an address of 22 Boston Wharf Road, 7th Floor, Boston, MA 02210, United States and Gurnet Point Capital, LLC, together with its Affiliates (“GPC”), with an address of 55 Cambridge Parkway, Suite 401, Cambridge, MA 02142.
CONFIDENTIAL DISCLOSURE AGREEMENTConfidentiality Agreement • July 13th, 2022 • Ginger Merger Sub, Inc. • Pharmaceutical preparations • Massachusetts
This Confidential Disclosure Agreement (this “Agreement”), effective as of January 26, 2022 (the “Effective Date”), is by and between Radius Health, Inc., together with its Affiliates (“Radius”), with an address of 22 Boston Wharf Road, 7th Floor, Boston, MA 02210, United States and Gurnet Point Capital, LLC, together with its Affiliates (“GPC”), with an address of 55 Cambridge Parkway, Suite 401, Cambridge, MA 02142.
Ginger Acquisition, Inc. c/o Gurnet Point Capital Cambridge, MA 02142 Ladies and Gentlemen:Investment Commitment Agreement • July 13th, 2022 • Ginger Merger Sub, Inc. • Pharmaceutical preparations • Delaware
This letter agreement (this “Agreement”) sets forth the commitment of GPC WH Fund LP, a Delaware limited partnership (the “Investor”), subject to the terms and conditions contained herein, to contribute or cause to be contributed to Ginger Acquisition, Inc., a Delaware corporation (“Parent”), directly or indirectly through one or more equityholders of Investor or otherwise, by way of equity, loans or other instruments or securities, an amount equal to $248,000,000 (such amount, the “GPC Commitment”). Reference is made to that certain Agreement and Plan of Merger (as amended, restated, supplemented or otherwise modified from time to time, the “Merger Agreement”), dated as of the date hereof, by and among Parent, Ginger Merger Sub, Inc., a Delaware corporation and a direct, wholly-owned subsidiary of Parent (“Merger Sub”), and Radius Health, Inc., a Delaware corporation (the “Company”), pursuant to which Merger Sub will merge with and into the Company, with the Company continuing as the
