Restricted Ads Letter Agreement Sample Contracts

Exhibit (b)(iv)
Restricted Ads Letter Agreement • May 16th, 2024 • Citibank,N.A./ADR • Pharmaceutical preparations • New York

Reference is made to the Deposit Agreement, dated as of May 28, 2019, as amended and supplemented from time to time (the “Deposit Agreement”), by and among Bicycle Therapeutics plc, a public limited company incorporated under the laws of England and Wales, and its successors (the “Company”), Citibank, N.A., a national banking association (“Citibank”) organized and existing under the laws of the United States of America, as Depositary (the “Depositary”), and all Holders and Beneficial Owners of American Depositary Shares (the “ADSs”), each ADS representing one (1) ordinary share, nominal value £0.01 per share, of the Company (the “Shares”), issued thereunder. All capitalized terms used, but not otherwise defined herein, shall have the meaning assigned thereto in the Deposit Agreement.

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Exhibit (b)(i)
Restricted Ads Letter Agreement • June 30th, 2022 • Citibank,N.A./ADR • Biological products, (no disgnostic substances) • New York

Reference is made to the Deposit Agreement, dated as of August 11, 2020 (as amended and supplemented from time to time, the “Deposit Agreement”), by and among Freeline Therapeutics Holdings plc, a public limited company incorporated under the laws of England and Wales, and its successors (the “Company”), Citibank, N.A., a national banking association (“Citibank”) organized and existing under the laws of the United States of America, as Depositary (the “Depositary”), and all Holders and Beneficial Owners of American Depositary Shares (the “ADSs”) issued thereunder. Capitalized terms used but not defined herein shall have the meanings assigned thereto in the Deposit Agreement.

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POLESTAR AUTOMOTIVE HOLDING UK PLC
Restricted Ads Letter Agreement • August 26th, 2022 • Citibank,N.A./ADR • Motor vehicles & passenger car bodies • New York

Reference is made to the Deposit Agreement, dated as of June 23, 2022, as amended and supplemented from time to time (as so amended and supplemented, the “Deposit Agreement”), by and among Polestar Automotive Holding UK PLC, a public limited company incorporated under the laws of England and Wales (the “Company”), Citibank, N.A., a national banking association (“Citibank”) organized and existing under the laws of the United States of America, as Depositary (the “Depositary”), and all Holders and Beneficial Owners of American Depositary Shares (the “ADSs”) issued thereunder to represented Class A Shares of the Company. All capitalized terms used, but not otherwise defined herein, shall have the meaning assigned thereto in the Deposit Agreement.

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SERIES EXHIBIT B to Restricted ADS Letter Agreement, dated as of November 16, 2021 (the “Restricted ADS Letter Agreement”), by and between Autolus Therapeutics plc and Citibank, N.A. BLACKSTONE – WARRANT
Restricted Ads Letter Agreement • March 1st, 2023 • Citibank,N.A./ADR • Biological products, (no disgnostic substances)

Reference is hereby made to (i) the Deposit Agreement, dated as of June 26, 2018, as amended and supplemented from time to time (the “Deposit Agreement”), by and among Autolus Therapeutics plc, a public limited company incorporated under the laws of England and Wales (the “Company”), Citibank, N.A., as Depositary (the “Depositary”), and all Holders and Beneficial Owners of American Depositary Shares (the “ADSs”) issued thereunder, and (ii) the Restricted ADS Letter Agreement, dated as of November 16, 2021 (the “Restricted ADS Letter Agreement”), by and between the Company and the Depositary. Capitalized terms used but not defined herein shall have the meanings given to them in the Deposit Agreement, or, in the event so noted herein, in the Restricted ADS Letter Agreement.

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SERIES EXHIBIT A to Restricted ADS Letter Agreement, dated as of November 16, 2021 (the “Restricted ADS Letter Agreement”), by and between Autolus Therapeutics plc and Citibank, N.A. BLACKSTONE – PIPE SECURITIES PURCHASE AGREEMENT
Restricted Ads Letter Agreement • March 1st, 2023 • Citibank,N.A./ADR • Biological products, (no disgnostic substances)

Reference is hereby made to (i) the Deposit Agreement, dated as of June 26, 2018, as amended and supplemented from time to time (the “Deposit Agreement”), by and among Autolus Therapeutics plc, a public limited company incorporated under the laws of England and Wales (the “Company”), Citibank, N.A., as Depositary (the “Depositary”), and all Holders and Beneficial Owners of American Depositary Shares (the “ADSs”) issued thereunder, and (ii) the Restricted ADS Letter Agreement, dated as of November 16, 2021 (the “Restricted ADS Letter Agreement”), by and between the Company and the Depositary. Capitalized terms used but not defined herein shall have the meanings given to them in the Deposit Agreement, or, in the event so noted herein, in the Restricted ADS Letter Agreement.

Sample 1
Exhibit (b)(ii)
Restricted Ads Letter Agreement • March 7th, 2023 • Citibank,N.A./ADR • Pharmaceutical preparations • New York

Reference is made to the Deposit Agreement, dated as of dated as of May 2, 2017, as amended and supplemented from time to time (the “Deposit Agreement”), by and among Verona Pharma plc, a public limited company incorporated under the laws of England and Wales, and its successors (the “Company”), Citibank, N.A., a national banking association (“Citibank”) organized and existing under the laws of the United States of America, as Depositary (the “Depositary”), and all Holders and Beneficial Owners of American Depositary Shares (the “ADSs”) issued thereunder. All capitalized terms used, but not otherwise defined herein, shall have the meaning assigned thereto in the Deposit Agreement.

Sample 1
Exhibit (b)(ii)
Restricted Ads Letter Agreement • March 27th, 2024 • Citibank,N.A./ADR • Pharmaceutical preparations

Reference is made to the Deposit Agreement, dated as of October 2, 2017, as amended and supplemented from time to time (the “Deposit Agreement”), by and among NuCana plc, a public limited company incorporated under the laws of England and Wales and its successors (the “Company”), Citibank, N.A., a national banking association (“Citibank”) organized and existing under the laws of the United States of America, as Depositary (the “Depositary”), and all Holders and Beneficial Owners of American Depositary Shares (the “ADSs”) issued thereunder. All capitalized terms used, but not otherwise defined herein, shall have the meaning assigned thereto in the Deposit Agreement.

Sample 1
Exhibit (b)(i)
Restricted Ads Letter Agreement • March 1st, 2023 • Citibank,N.A./ADR • Biological products, (no disgnostic substances) • New York

Reference is made to the Deposit Agreement, dated as of June 26, 2018, as amended and supplemented from time to time (the “Deposit Agreement”), by and among Autolus Therapeutics plc, a public limited company incorporated under the laws of England and Wales (the “Company”), Citibank, N.A., a national banking association (“Citibank”) organized and existing under the laws of the United States of America, as Depositary (the “Depositary”), and all Holders and Beneficial Owners of American Depositary Shares (the “ADSs”) issued thereunder. All capitalized terms used, but not otherwise defined herein, shall have the meaning assigned thereto in the Deposit Agreement.

Sample 1
Exhibit (b)(iv)
Restricted Ads Letter Agreement • May 15th, 2024 • Citibank,N.A./ADR • Pharmaceutical preparations • New York

Reference is made to the Deposit Agreement, dated as of September 22, 2020, as amended and supplemented from time to time (the “Deposit Agreement”), by and among Compass Pathways plc, a public limited company incorporated under the laws of England and Wales (the “Company”), Citibank, N.A., a national banking association organized and existing under the laws of the United States of America, as Depositary (the “Depositary”), and all Holders and Beneficial Owners of American Depositary Shares (the “ADSs”), each ADS representing one (1) ordinary share, nominal value £0.008 per share, of the Company (the “Shares”), issued thereunder. All capitalized terms used, but not otherwise defined herein, shall have the meaning assigned thereto in the Deposit Agreement.

Sample 1
Compass Pathways plc
Restricted Ads Letter Agreement • May 15th, 2024 • Citibank,N.A./ADR • Pharmaceutical preparations • New York

Reference is hereby made to (i) the Deposit Agreement, dated as of September 22, 2020 (the “Deposit Agreement”), by and among Compass Pathways plc, a public limited company incorporated under the laws of England and Wales (the “Company”), Citibank, N.A., a national banking association organized and existing under the laws of the United States of America, as Depositary (the “Depositary”), and all Holders and Beneficial Owners of American Depositary Shares (“ADSs”) issued thereunder, (ii) the Amended and Restated Restricted ADS Letter Agreement, dated as of December 28, 2021, by and between the Company and the Depositary (the “Original Amended and Restated Restricted ADS Letter Agreement”), and (iii) the Restricted ADS Letter Agreement, dated as of August 18, 2023 (the “Restricted ADS Letter Agreement”), by and between the Company and the Depositary. Capitalized terms used but not defined herein shall have the meanings given to them in the Deposit Agreement, or, in the event so noted her

Sample 1
Exhibit (b)(ii) COMPASS Pathways plc
Restricted Ads Letter Agreement • May 15th, 2024 • Citibank,N.A./ADR • Pharmaceutical preparations • New York

Reference is made to that certain (i) Deposit Agreement, dated as of September 22, 2020, as amended and supplemented from time to time (the “Deposit Agreement”), by and among COMPASS Pathways plc, a public limited company incorporated under the laws of England and Wales, and its successors (the “Company”), Citibank, N.A., a national banking association (“Citibank”) organized and existing under the laws of the United States of America, as Depositary (the “Depositary”), and all Holders and Beneficial Owners of American Depositary Shares (the “ADSs”) issued thereunder, and (ii) Restricted ADS Letter Agreement, dated as of September 24, 2020 (the “Original Restricted ADS Letter Agreement”), by and between the Company and the Depositary. All capitalized terms used, but not otherwise defined herein, shall have the meaning assigned thereto in the Deposit Agreement.

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AMARIN CORPORATION PLC 7 CURZON STREET LONDON W1J 5HG
Restricted Ads Letter Agreement • January 6th, 2011 • Citibank,N.A./ADR • Pharmaceutical preparations • New York

The undersigned hereby instructs the Depositary to cancel the 2009 Transaction ADSs specified below, to deliver the Shares represented thereby as specified below and, if applicable, to issue to the undersigned a statement identifying the number of 2009 Transaction ADSs held by the undersigned and not cancelled pursuant to these instructions. The undersigned appoints the Depositary and any of its authorized representatives as its attorney to take the actions contemplated above on behalf of the undersigned.

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