PRECIGEN, INC. 42,857,143 Shares of Common Stock Underwriting AgreementPrecigen, Inc. • January 27th, 2023 • Pharmaceutical preparations • New York
Precigen, Inc., a Virginia corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of 42,857,143 shares (the “Underwritten Shares”) of Common Stock, no par value per share, of the Company (“Common Stock”) and, at the option of the Underwriters, up to an additional 6,428,571 shares of Common Stock (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.
INTREXON CORPORATION Shares of Common Stock (no par value per share) Controlled Equity OfferingSM Sales AgreementIntrexon Corp • November 12th, 2015 • Services-commercial physical & biological research • New York
Intrexon Corporation, a Virginia corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (the “Agent”), as follows:
Restricted Stock Unit AgreementRestricted Stock Unit Agreement • May 9th, 2019 • Intrexon Corp • Services-commercial physical & biological research • Virginia
THIS RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”) dated as of April 1, 2019, between Intrexon Corporation, a Virginia corporation (the “Company”), and Randal J. Kirk (the “Participant”), is made pursuant and subject to the provisions of the Company’s Amended and Restated 2013 Omnibus Incentive Plan, as amended (the “Plan”), a copy of which is attached hereto. All terms used herein that are defined in the Plan have the same meaning given them in the Plan.
EXCLUSIVE CHANNEL COLLABORATION AGREEMENTExclusive Channel Collaboration Agreement • July 9th, 2013 • Intrexon Corp • Services-commercial physical & biological research • New York
THIS EXCLUSIVE CHANNEL COLLABORATION AGREEMENT (the “Agreement”) is made and entered into effective as of October 5, 2012 (the “Effective Date”) by and between INTREXON CORPORATION, a Virginia corporation with offices at 20358 Seneca Meadows Parkway, Germantown, MD 20876 (“Intrexon”), and FIBROCELL SCIENCE, INC., a Delaware corporation having its principal place of business at 405 Eagleview Boulevard, Exton, PA 19341 (“Fibrocell”). Intrexon and Fibrocell may be referred to herein individually as a “Party”, and collectively as the “Parties.”
SECURITIES ISSUANCE AGREEMENTSecurities Issuance Agreement • January 14th, 2015 • Intrexon Corp • Services-commercial physical & biological research • Texas
THIS SECURITIES ISSUANCE AGREEMENT (the “Agreement”), dated as of January 13, 2015, by and among Intrexon Corporation, a Virginia corporation (the “Issuer”), the University of Texas System Board of Regents on behalf of The University of Texas M.D. Anderson Cancer Center, an agency of the State of Texas (“MD Anderson”). Capitalized terms used herein but not otherwise defined shall have the meanings given to them in Section 1.4.
EXCLUSIVE CHANNEL COLLABORATION AGREEMENTExclusive Channel Collaboration Agreement • October 1st, 2013 • Intrexon Corp • Services-commercial physical & biological research • New York
THIS EXCLUSIVE CHANNEL COLLABORATION AGREEMENT (the “Agreement”) is made and entered into effective as of September 30, 2013 (the “Effective Date”) by and between INTREXON CORPORATION, a Virginia corporation with offices at 20374 Seneca Meadows Parkway, Germantown, MD 20876 (“Intrexon”), and ORAGENICS, INC., a Florida corporation having its principal place of business at 4209 Eisenhower Boulevard, Suite 125, Tampa, FL 33634 (“Oragenics”). Intrexon and Oragenics may be referred to herein individually as a “Party”, and collectively as the “Parties.”
COLLABORATION AND LICENSE AGREEMENTCollaboration and License Agreement • August 6th, 2013 • Intrexon Corp • Services-commercial physical & biological research • Delaware
THIS COLLABORATION AND LICENSE AGREEMENT (this “Agreement”), effective as of June 6, 2011 (the “Effective Date”) is entered into between HALOZYME, INC., a California corporation (“Halozyme”) and INTREXON CORPORATION, a Virginia corporation (“Intrexon”).
EXCLUSIVE CHANNEL COLLABORATION AGREEMENTExclusive Channel Collaboration Agreement • August 6th, 2013 • Intrexon Corp • Services-commercial physical & biological research • New York
THIS EXCLUSIVE CHANNEL COLLABORATION AGREEMENT (the “Agreement”) is made and entered into effective as of November 28, 2011 (the “Effective Date”) by and between INTREXON CORPORATION, a Virginia corporation with offices at 20358 Seneca Meadows Parkway, Germantown, Maryland 20876 (“Intrexon”), and ELANCO ANIMAL HEALTH, a division of Eli Lilly and Company, and its Affiliates, having its principal place of business at 2500 Innovation Way, Greenfield, Indiana 46140 (collectively “Elanco”). Intrexon and Elanco may be referred to herein individually as a “Party”, and collectively as the “Parties.”
SECOND AMENDMENT TO EXCLUSIVE CHANNEL COLLABORATION AGREEMENTChannel Collaboration Agreement • January 13th, 2014 • Intrexon Corp • Services-commercial physical & biological research
THIS SECOND AMENDMENT is entered into as of this 10th day of January, 2014 and serves to amend the Exclusive Channel Collaboration Agreement entered into by and between Intrexon Corporation (“Intrexon”) and Fibrocell Science, Inc. (“Fibrocell”), on October 5, 2012 and first amended on June 28, 2013 (as amended, the “Agreement”). All capitalized terms not defined herein shall have the meaning set forth in the Agreement.
SUPPLEMENTAL STOCK ISSUANCE AGREEMENTSupplemental Stock Issuance Agreement • January 13th, 2014 • Intrexon Corp • Services-commercial physical & biological research • Delaware
THIS SUPPLEMENTAL STOCK ISSUANCE AGREEMENT (“Agreement”) is made and entered into as of January 10, 2014 (the “Effective Date”), by and among Fibrocell Science, Inc., a Delaware corporation (the “Company”) and Intrexon Corporation, a Virginia corporation (“Intrexon”).
ContractExclusive License Agreement • August 9th, 2023 • Precigen, Inc. • Pharmaceutical preparations • New York
VOTING AGREEMENTVoting Agreement • December 23rd, 2013 • Intrexon Corp • Services-commercial physical & biological research • New York
THIS VOTING AGREEMENT (this “Agreement”), dated as of December 19, 2013, is made by and among Intrexon Corporation, a Virginia corporation (“Parent”), Medistem Inc., a Nevada corporation (the “Company”), and the undersigned holder (“Stockholder”) of shares of capital stock (the shares owned beneficially or of record by Stockholder, the “Shares”) of the Company.
EXCLUSIVE CHANNEL COLLABORATION AGREEMENTExclusive Channel Collaboration Agreement • July 9th, 2013 • Intrexon Corp • Services-commercial physical & biological research • New York
THIS EXCLUSIVE CHANNEL COLLABORATION AGREEMENT (the “Agreement”) is made and entered into effective as of March 29, 2013 (the “Effective Date”) by and between INTREXON CORPORATION, a Virginia corporation with offices at 20358 Seneca Meadows Parkway, Germantown, MD 20876 (“Intrexon”), and AMPLIPHI BIOSCIENCES CORPORATION, a Washington corporation having a place of business at 800 E. Leigh St., Suite 54, Richmond, VA, 23219 (“Ampliphi”). Intrexon and Ampliphi may be referred to herein individually as a “Party”, and collectively as the “Parties.”
EXCLUSIVE CHANNEL COLLABORATION AGREEMENTExclusive Channel Collaboration Agreement • July 9th, 2013 • Intrexon Corp • Services-commercial physical & biological research • New York
THIS EXCLUSIVE CHANNEL COLLABORATION AGREEMENT (the “Agreement”) is made and entered into effective as of March 29, 2013 (the “Effective Date”) by and between INTREXON CORPORATION, a Virginia corporation with offices at 20358 Seneca Meadows Parkway, Germantown, MD 20876 (“Intrexon”), and GENOPAVER, LLC, a Delaware limited liability company having a place of business at 2875 South Ocean Boulevard, Suite 214, Palm Beach, FL 33480 (“Genopaver”). Intrexon and Genopaver may be referred to herein individually as a “Party”, and collectively as the “Parties.”
ContractRelationship Agreement • July 9th, 2013 • Intrexon Corp • Services-commercial physical & biological research • New York
THIS RELATIONSHIP AGREEMENT (this “Agreement”) is made on 2012 by and between Intrexon Corporation, incorporated in Virginia, USA, with offices at [ ] (“Intrexon”), and AquaBounty Technologies, Inc., incorporated in Delaware, USA, with offices atx 935 Main Street, Waltham, Mass 02451, USA (the “Company”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG INTREXON CORPORATION, XON CELLS, INC. AND MEDISTEM INC. DATED AS OF DECEMBER 19, 2013Agreement and Plan of Merger • December 23rd, 2013 • Intrexon Corp • Services-commercial physical & biological research • New York
This AGREEMENT AND PLAN OF MERGER, dated as of December 19, 2013 (this “Agreement”), by and among Intrexon Corporation, a Virginia corporation (“Parent”), XON Cells, Inc., a Nevada corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and Medistem Inc., a Nevada corporation (the “Company”). Hereinafter, Parent, Merger Sub and the Company shall be referred to individually as a “party” or collectively as the “parties.”
SECOND AMENDMENT TO EXCLUSIVE CHANNEL COLLABORATION AGREEMENTExclusive Channel Collaboration Agreement • March 1st, 2018 • Intrexon Corp • Services-commercial physical & biological research
This SECOND AMENDMENT TO EXCLUSIVE CHANNEL COLLABORATION AGREEMENT (the “Amendment”) is effective as of November 8, 2017 (the “Second Amendment Effective Date”) by and between INTREXON CORPORATION, a Virginia corporation with offices at 20374 Seneca Meadows Parkway, Germantown, MD 20876 (“Intrexon”) and ORAGENICS, INC., a Florida corporation having its principal place of business at 4902 Eisenhower Boulevard, Suite 125, Tampa, FL 33634, U.S.A. (“Oragenics”). Intrexon on the one hand and Oragenics on the other hand may be referred to herein individually as a “Party”, and collectively as the “Parties.”
EXCLUSIVE CHANNEL COLLABORATION AGREEMENTExclusive Channel Collaboration Agreement • July 9th, 2013 • Intrexon Corp • Services-commercial physical & biological research • New York
THIS EXCLUSIVE CHANNEL COLLABORATION AGREEMENT (the “Agreement”) is made and entered into effective as of August 6, 2012 (the “Effective Date”) by and between INTREXON CORPORATION, a Virginia corporation with offices at 20358 Seneca Meadows Parkway, Germantown, MD 20876 (“Intrexon”), and SYNTHETIC BIOLOGICS, INC., a Nevada corporation having its principal place of business at 617 Detroit Street, Suite 100, Ann Arbor, MI 48104 (“Synthetic”). Intrexon and Synthetic may be referred to herein individually as a “Party”, and collectively as the “Parties.”
EXCLUSIVE CHANNEL PARTNER AGREEMENTExclusive Channel Partner Agreement • March 1st, 2017 • Intrexon Corp • Services-commercial physical & biological research • New York
THIS EXCLUSIVE CHANNEL PARTNER AGREEMENT (the “Agreement”) is made and entered into effective as of January 6, 2011 (the “Effective Date”) by and between INTREXON CORPORATION, a Virginia corporation with offices at 20358 Seneca Meadows Parkway, Germantown, MD 20876 (“Intrexon”), and ZIOPHARM ONCOLOGY, INC., a Delaware corporation having its principal place of business at 1180 Avenue of the Americas, 19th Floor, New York, NY 10036 (“ZIOPHARM”). Intrexon and ZIOPHARM may be referred to herein individually as a “Party”, and collectively as the “Parties.”
EXCLUSIVE CHANNEL COLLABORATION AGREEMENTExclusive Channel Collaboration Agreement • July 9th, 2013 • Intrexon Corp • Services-commercial physical & biological research • New York
THIS EXCLUSIVE CHANNEL COLLABORATION AGREEMENT (the “Agreement”) is made and entered into effective as of April 27, 2013 (the “Effective Date”) by and between INTREXON CORPORATION, a Virginia corporation with offices at 20358 Seneca Meadows Parkway, Germantown, MD 20876 (“Intrexon”), and SOLIGENIX, INC., a Delaware corporation having a place of business at 29 Emmons Drive, Suite C-10, Princeton, NJ 08540 (“Soligenix”). Intrexon and Soligenix may be referred to herein individually as a “Party”, and collectively as the “Parties.”
AMENDED AND RESTATED MEMBERSHIP INTEREST PURCHASE AGREEMENT BY AND AMONG INTREXON CORPORATION, TRANS OVA GENETICS, L.C. THE SELLERS NAMED ON THE SIGNATURE PAGES HERETO AND PRO-EDGE, LP., AS THE SECURITYHOLDERS REPRESENTATIVE Dated as of August 8, 2014Membership Interest Purchase Agreement • August 11th, 2014 • Intrexon Corp • Services-commercial physical & biological research • Virginia
This Amended and Restated Membership Interest Purchase Agreement (this “Agreement”) is entered into as of August 8, 2014, by and among INTREXON CORPORATION , a Virginia corporation (“Buyer”), TRANS OVA GENETICS, L.C., an Iowa limited liability company (the “Company”), the members of the Company named on the signature pages to this Agreement (each a “Seller” and collectively, the “Sellers”), and PRO-EDGE, LP., an Iowa limited partnership and a Seller (the “Securityholders Representative”). Buyer, the Company, Sellers and the Securityholders Representative are each referred to herein as a “Party” and collectively as the “Parties.”
INTREXON CORPORATION Incentive Stock Option AgreementIncentive Stock Option Agreement • June 13th, 2014 • Intrexon Corp • Services-commercial physical & biological research • Virginia
THIS INCENTIVE STOCK OPTION AGREEMENT (this “Agreement”) dated as of the day of , , between Intrexon Corporation, a Virginia corporation (the “Company”), and (the “Participant”), is made pursuant and subject to the provisions of the Company’s 2013 Omnibus Incentive Plan (the “Plan”), a copy of which is attached hereto. All terms used herein that are defined in the Plan have the same meaning given them in the Plan.
Restricted Stock Unit AgreementRestricted Stock Unit Agreement • March 1st, 2018 • Intrexon Corp • Services-commercial physical & biological research • Virginia
THIS RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”) dated as of _____ ___, 20___, between Intrexon Corporation, a Virginia corporation (the “Company”), and _________________ (the “Participant”), is made pursuant and subject to the provisions of the Company’s Amended and Restated 2013 Omnibus Incentive Plan, as amended (the “Plan”), a copy of which is attached hereto. All terms used herein that are defined in the Plan have the same meaning given them in the Plan.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 14th, 2015 • Intrexon Corp • Services-commercial physical & biological research • Texas
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of January 13, 2015, by and among Intrexon Corporation, a Virginia corporation (the “Issuer”) and the University of Texas System Board of Regents on behalf of The University of Texas M.D. Anderson Cancer Center, an agency of the State of Texas (“MD Anderson”), and shall become effective as of the Closing (as defined in the Issuance Agreement, defined below).
INTREXON CORPORATION AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of July 3, 2018 3.50% Convertible Senior Notes due 2023First Supplemental Indenture • July 3rd, 2018 • Intrexon Corp • Services-commercial physical & biological research • New York
FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”) dated as of July 3, 2018 between INTREXON CORPORATION, a Virginia corporation, as issuer (the “Issuer,” as more fully set forth in Section 1.02) and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.02).
EXCLUSIVE CHANNEL COLLABORATION AGREEMENTExclusive Channel Collaboration Agreement • July 9th, 2013 • Intrexon Corp • Services-commercial physical & biological research • New York
THIS EXCLUSIVE CHANNEL COLLABORATION AGREEMENT (the “Agreement”) is made and entered into effective as of February 14, 2013 (the “Effective Date”) by and between INTREXON CORPORATION, a Virginia corporation with offices at 20358 Seneca Meadows Parkway, Germantown, MD 20876 (“Intrexon”), and AQUABOUNTY TECHNOLOGIES, INC., a Delaware corporation having its principal place of business at Two Clock Tower Place, Suite 395, Maynard, MA 01754 (“AquaBounty”). Intrexon and AquaBounty may be referred to herein individually as a “Party”, and collectively as the “Parties.”
SECURITIES ISSUANCE AGREEMENTSecurities Issuance Agreement • June 30th, 2016 • Intrexon Corp • Services-commercial physical & biological research • New York
THIS SECURITIES ISSUANCE AGREEMENT (the “Agreement”), dated as of June 29, 2016, by and among ZIOPHARM Oncology, Inc., a Delaware corporation (the “Issuer”), and Intrexon Corporation, a Virginia corporation (“Intrexon”). Capitalized terms used herein but not otherwise defined shall have the meanings given to them in Section 1.5. Intrexon and the Issuer may be referred to herein individually as a “Party” and collectively as the “Parties.”
LICENSE AND COLLABORATION AGREEMENTLicense and Collaboration Agreement • April 2nd, 2015 • Intrexon Corp • Services-commercial physical & biological research • London
This LICENSE AND COLLABORATION AGREEMENT (this “Agreement”) is made as of March 27, 2015 (the “Execution Date”), by and between Intrexon Corporation, a corporation organized and existing under the laws of Virginia, having its principal place of business at 20374 Seneca Meadows Parkway, Germantown, MD 20876, USA (“Intrexon”), ARES TRADING Trading S.A., a corporation organized and existing under the laws of Switzerland, having offices at Zone Industrielle de L´Ouriettaz, 1170 Aubonne, Switzerland (“ARES TRADING”), and ZIOPHARM Oncology, Inc., a corporation organized and existing under the laws of Delaware, having its principal place of business at One First Avenue, Parris Building 34, Navy Yard Plaza, Boston, MA 02129, USA (“ZIOPHARM”). ARES TRADING, ZIOPHARM and Intrexon are referred to in this Agreement individually as a “Party” and collectively as the “Parties.”
STOCK PURCHASE AGREEMENTAgreement • July 9th, 2013 • Intrexon Corp • Services-commercial physical & biological research • New York
THIS AGREEMENT (“Agreement”) is made and entered into as of January 6, 2011 (the “Effective Date”), by and among ZIOPHARM Oncology, Inc., a Delaware corporation (the “Company”), and Intrexon Corporation, a Virginia corporation (“Intrexon”).
EXCLUSIVE CHANNEL PARTNER AGREEMENTExclusive Channel Partner Agreement • July 9th, 2013 • Intrexon Corp • Services-commercial physical & biological research • New York
THIS EXCLUSIVE CHANNEL PARTNER AGREEMENT (the “Agreement”) is made and entered into effective as of January 6, 2011 (the “Effective Date”) by and between INTREXON CORPORATION, a Virginia corporation with offices at 20358 Seneca Meadows Parkway, Germantown, MD 20876 (“Intrexon”), and ZIOPHARM ONCOLOGY, INC., a Delaware corporation having its principal place of business at 1180 Avenue of the Americas, 19th Floor, New York, NY 10036 (“ZIOPHARM”). Intrexon and ZIOPHARM may be referred to herein individually as a “Party”, and collectively as the “Parties.”
STOCK PURCHASE AND ISSUANCE AGREEMENTStock Purchase and Issuance Agreement • October 1st, 2013 • Intrexon Corp • Services-commercial physical & biological research • Florida
THIS STOCK PURCHASE AND ISSUANCE AGREEMENT (“Agreement”) is made and entered into as of September 30, 2013 (the “Effective Date”), by and among Oragenics, Inc., a Florida corporation (the “Company”) and Intrexon Corporation, a Virginia corporation (“Intrexon”).
LICENSE AGREEMENTLicense Agreement • January 28th, 2015 • Intrexon Corp • Services-commercial physical & biological research • Texas
This LICENSE AGREEMENT (“AGREEMENT”) is made on this 13th day of January, 2015, by and among THE BOARD OF REGENTS (“BOARD”) of THE UNIVERSITY OF TEXAS SYSTEM (“SYSTEM”), an agency of the State of Texas, on behalf of THE UNIVERSITY OF TEXAS M. D. ANDERSON CANCER CENTER (“UTMDACC”), a member institution of SYSTEM, and ZIOPHARM ONCOLOGY, INC., a Delaware corporation (“ZIOPHARM”), and INTREXON CORPORATION, a Virginia corporation (“INTREXON”). ZIOPHARM and INTREXON are referenced herein collectively as the “LICENSEE” and shall each be liable and responsible, jointly and severally, for all obligations, covenants, agreements, and promises of LICENSEE as set forth herein.
FOURTH AMENDMENT TO SERVICES AGREEMENTServices Agreement • May 9th, 2019 • Intrexon Corp • Services-commercial physical & biological research
THIS FOURTH AMENDMENT TO THE SERVICES AGREEMENT (this “Amendment”) is made and entered into as of the 18th day of April, 2019, by and between Third Security, LLC, a Virginia limited liability company (“THIRD SECURITY”), and Intrexon Corporation, a Virginia corporation (“INTREXON”).
TERMINATION OF PREFERRED STOCK EQUITY FACILITY AGREEMENTPreferred Stock Equity Facility Agreement • July 3rd, 2018 • Intrexon Corp • Services-commercial physical & biological research • Virginia
This TERMINATION OF PREFERRED STOCK EQUITY FACILITY AGREEMENT (the “Termination Agreement”) is made and entered into as of the 28th day of June 2018 by and between Kapital Joe, LLC (the “Investor”) and Intrexon Corporation, a Virginia corporation (the “Company”).
EIGHTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • July 9th, 2013 • Intrexon Corp • Services-commercial physical & biological research • Virginia
THIS EIGHTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (as amended from time to time, this “Agreement”) is made as of this 1st day of March, 2013 among Intrexon Corporation, a Virginia corporation (the “Company”), the Series Preferred Shareholders (as defined below) and certain holders of common stock of the Company (the “Existing Shareholders”), and each other Holder (as defined below) who hereafter executes a joinder or counterpart signature page hereto and agrees to be bound by the terms hereof.
