FIRST AMENDMENT TO BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • April 19th, 2022 • Alvotech Lux Holdings S.A.S. • Biological products, (no disgnostic substances)
This FIRST AMENDMENT TO BUSINESS COMBINATION AGREEMENT (this “Amendment”) is made as of April 14, 2022 by and between Alvotech Holdings S.A., a public limited liability company (société anonyme) incorporated and existing under the laws of the Grand Duchy of Luxembourg, having its registered office at 9, rue de Bitbourg, L-1273 Luxembourg, Grand Duchy of Luxembourg and registered with the RCS under number B229193 (the “Company”), and Oaktree Acquisition Corp. II, a Cayman Islands exempted company (“Parent”) and amends that certain Business Combination Agreement (the “Agreement”), dated as of December 7, 2021, by and among TopCo, the Company and Parent. Capitalized terms used herein but not otherwise defined have the meanings set forth in the Agreement.
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. SETTLEMENT AND LICENSE AGREEMENTSettlement and License Agreement • April 19th, 2022 • Alvotech Lux Holdings S.A.S. • Biological products, (no disgnostic substances) • Delaware
THIS SETTLEMENT AND LICENSE AGREEMENT (“Agreement”), effective April 4, 2022 (“Effective Date”), is entered into by and among AbbVie Biotechnology Ltd on behalf of itself and its Affiliates, a corporation organized and existing under the laws of Bermuda with a place of business at Harbour Fiduciary Services Limited, Thistle House, 4 Burnaby Street, Hamilton Pembroke HM 11, Bermuda (including its Affiliates “AbbVie”); and Alvotech hf., a corporation organized and existing under the laws of the Republic of Iceland, with its corporate headquarters at Saemundargata 15-19, 101 Reykjavik, Iceland (collectively and including their Affiliates “Alvotech”).
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. Alvotech Holdings S.A. and Alvogen Lux...Service Agreement • April 19th, 2022 • Alvotech Lux Holdings S.A.S. • Biological products, (no disgnostic substances) • Luxembourg
THIS Loan Agreement is made on 11 April 2022 and effective as of 11 April 2022 BETWEEN AND each a “Party” and together the “Parties” to this Advance. RECITALS THE PARTIES HEREBY agree as follows:Loan Agreement • April 19th, 2022 • Alvotech Lux Holdings S.A.S. • Biological products, (no disgnostic substances) • Luxembourg
