Certain information marked as [***] has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. ASSET PURCHASE AGREEMENT Dated as of December 20, 2023 by and among JANSSEN...Asset Purchase Agreement • March 15th, 2024 • MeiraGTx Holdings PLC • Biological products, (no disgnostic substances) • New York
This Asset Purchase Agreement (this “Agreement”) dated as of December 20, 2023, is entered into by and among Janssen Pharmaceuticals, Inc., a Pennsylvania corporation located at 1125 Trenton-Harbourton Road, Titusville, NJ 08560, United States of America (“Buyer”), on one hand, and MeiraGTx UK II Limited, a company organized and existing under the laws of England and Wales, located at 34-38 Provost Street, London N1 7NG, United Kingdom and MeiraGTx Holdings plc, a Cayman Islands corporation located at 450 East 29th Street, 14th Floor, New York, NY 10016, United States of America, on the other hand (MeiraGTx UK II Limited and MeiraGTx Holdings plc, together, “Seller”). Buyer and Seller are sometimes individually referred to herein as a “Party” and are sometimes collectively referred to herein as the “Parties”.
Certain information marked as [***] has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. TERMINATION AGREEMENTTermination Agreement • March 15th, 2024 • MeiraGTx Holdings PLC • Biological products, (no disgnostic substances)
This Termination Agreement (this “Agreement”), dated as of December 20, 2023 (the “Effective Date”), is by and among Janssen Pharmaceuticals, Inc., a Delaware corporation (“Janssen”) on one hand, and MeiraGTx UK II Limited, a company organized and existing under the laws of England and Wales, and MeiraGTx Holdings plc, an exempted company with limited liability incorporated under the laws of the Cayman Islands, on the other hand (MeiraGTx UK II Limited and MeiraGTx Holdings plc, individually or collectively, “MeiraGTx”). MeiraGTx and Janssen are sometimes individually referred to herein as a “Party” and are sometimes collectively referred to herein as the “Parties”.
CONSENT AND AMENDMENTConsent and Amendment • March 15th, 2024 • MeiraGTx Holdings PLC • Biological products, (no disgnostic substances) • New York
This CONSENT AND AMENDMENT (this “Agreement”) is made and entered into as of December 20, 2023 by and among MEIRAGTX HOLDINGS PLC an exempted company with limited liability incorporated under the laws of the Cayman Islands with registration number 336306 (the “Issuer”), certain Subsidiaries (as defined in the Notes Purchase Agreement, defined below) of the Issuer that are signatories hereto, and PERCEPTIVE CREDIT HOLDINGS III, LP, acting in its capacities as (i) a Noteholder (as defined in the Notes Purchase Agreement) and (ii) the administrative agent for the Noteholders (also as defined in the Notes Purchase Agreement) (in such capacity, the “Administrative Agent”).
