AGREEMENT AND PLAN OF MERGER dated as of JANUARY 10, 2020, among ELI LILLY AND COMPANY, BALD EAGLE ACQUISITION corporation and dermira, inc.Agreement and Plan of Merger • January 10th, 2020 • Dermira, Inc. • Pharmaceutical preparations • Delaware
This AGREEMENT AND PLAN OF MERGER dated as of January 10, 2020 (this “Agreement”), by and among Eli Lilly and Company, an Indiana corporation (“Parent”), Bald Eagle Acquisition Corporation, a Delaware corporation and a direct or indirect wholly-owned subsidiary of Parent (“Merger Sub”), and Dermira, Inc., a Delaware corporation (the “Company”).
TENDER AND SUPPORT AGREEMENTTender and Support Agreement • January 10th, 2020 • Dermira, Inc. • Pharmaceutical preparations • Delaware
This TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of January 20, 2020, is entered into by and among Eli Lilly and Company, an Indiana corporation (“Parent”), Bald Eagle Acquisition Corporation, a Delaware corporation and a direct or indirect wholly-owned subsidiary of Parent (“Merger Sub”), and each of the entities set forth on Schedule A hereto (each, a “Stockholder” and collectively, the “Stockholders”). All terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
