AMENDED AND RESTATED SHARE SUBSCRIPTION AGREEMENT by and amongShare Subscription Agreement • December 11th, 2015 • QLT Inc/Bc • Pharmaceutical preparations • Delaware
This AMENDED AND RESTATED SHARE SUBSCRIPTION AGREEMENT, dated as of December 7, 2015 (the “Agreement”), is by and among QLT Inc., a corporation formed under the laws of the Province of British Columbia, Canada (“Purchaser”), Tribute Pharmaceuticals Canada Inc., a corporation formed under the laws of the Province of Ontario, Canada (“Tribute”), POZEN Inc., a corporation formed under the laws of the State of Delaware (“Pozen”), Aralez Pharmaceuticals plc, a public limited company formed under the laws of Ireland (formerly known as Aguono Limited, a private limited company formed under the laws of Ireland, and subsequently renamed Aralez Pharmaceuticals Limited prior to its re-registration as a public limited company named Aralez Pharmaceuticals plc) (the “Former Company”), Aralez Pharmaceuticals Inc., a corporation formed under the laws of the Province of British Columbia, Canada (the “Company”) and, other than Purchaser, the Persons identified on Schedule I hereto (each an “Investor” an
QLT Inc. Vancouver, B.C., Canada V5T4T5 December 7, 2015Share Purchase Agreement • December 11th, 2015 • QLT Inc/Bc • Pharmaceutical preparations
Reference is made to that certain Share Purchase Agreement (“Purchase Agreement”) dated as of June 8, 2015 by and among QLT Inc., and Broadfin Healthcare Master Fund, Ltd, JW Partners, LP, and JW Opportunities Fund, LLC, EcoR1 Capital Fund Qualified, L.P. and EcoR1 Capital Fund, L.P. The parties to this letter agreement (this “Letter Agreement”) desire to amend the Purchase Agreement, pursuant to Section 8(k) thereof, in the manner set forth in this Letter Agreement. Capitalized terms not otherwise defined in this Letter Agreement shall have the meaning assigned thereto in the Purchase Agreement.
