RIGHT OF FIRST REFUSAL AND NOTICE AGREEMENTRight of First Refusal and Notice Agreement • December 31st, 2019 • Roivant Sciences Ltd. • Pharmaceutical preparations
This RIGHT OF FIRST REFUSAL AND NOTICE AGREEMENT (the “ROFR Agreement”), dated as of December 27, 2019, is made and entered into by and among Sumitomo Dainippon Pharma Co., Ltd., a company organized under the laws of Japan (“Sumitomo”), and Roivant Sciences Ltd., a Bermuda exempted company limited by shares (“Roivant”). Capitalized terms used but not otherwise defined herein shall have the meaning set forth in the Transaction Agreement (the “Transaction Agreement”), dated as of October 31, 2019, by and among Sumitomo, Roivant, Vant Alliance Ltd., a Bermuda exempted company limited by shares and a wholly-owned direct Subsidiary of Roivant (the “Company”), Enzyvant Therapeutics Ltd., a Bermuda exempted company limited by shares (“Enzyvant”), Altavant Sciences Ltd., a Bermuda exempted company limited by shares (“Altavant”), and Spirovant Sciences Ltd., a Bermuda exempted company limited by shares (“Spirovant”). Sumitomo and Roivant are sometimes referred to herein individually as a “Party
