Acquiring Person. As of the Signing Date, neither the Investor nor any of its Affiliates beneficially owns, and immediately prior to the Closing, neither the Investor nor any of its Affiliates will beneficially own (in each case, as determined pursuant to Rule 13d-3 under the Exchange Act without regard for the number of days in which a Person has the right to acquire such beneficial ownership, and without regard to Investor’s rights under this Agreement), any securities of the Company, except for securities that may be beneficially owned by employee benefit plans of either the Investor or any of its Affiliates.
Appears in 6 contracts
Samples: License and Collaboration Agreement (Xenon Pharmaceuticals Inc.), Share Purchase Agreement (Xenon Pharmaceuticals Inc.), Stock Purchase Agreement (Voyager Therapeutics, Inc.)
Acquiring Person. As of the Signing Date, neither the Investor nor any date of its Affiliates beneficially owns, this Agreement and immediately prior to the Closing, neither the Investor nor any of its Affiliates beneficially owns, or will beneficially own (in each case, as determined pursuant to Rule 13d-3 under the Exchange Act without regard for the number of days in which a Person has the right to acquire such beneficial ownership, and without regard to Investor’s rights under this Agreement), any securities of the Company, except for securities that may be beneficially owned by employee benefit plans of either the Investor or any of its Affiliates.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Tracon Pharmaceuticals, Inc.), Stock Purchase Agreement (Achillion Pharmaceuticals Inc), Stock Purchase Agreement (Macrogenics Inc)
Acquiring Person. As of the Signing Date, neither the Investor nor any date of its Affiliates beneficially owns, this Agreement and immediately prior to the Closing, neither the Investor nor any of its controlled Affiliates (excluding directors and officers of the Investor or its Affiliates who hold securities of the Company for their personal account) beneficially owns, or will beneficially own (in each case, as determined pursuant to Rule 13d-3 under the Exchange Act without regard for the number of days in which a Person has the right to acquire such beneficial ownership, and without regard to Investor’s rights under this Agreement), any securities of the Company, except for securities that may be beneficially owned by employee benefit plans of either the Investor or any of its Affiliates.
Appears in 2 contracts
Samples: Share Purchase Agreement, Share Purchase Agreement (Nektar Therapeutics)
Acquiring Person. As of the Signing Date, neither the Investor nor any date of its Affiliates beneficially owns, this Agreement and immediately prior to the Closing, neither the Investor nor any of its Affiliates beneficially owns, or will beneficially own (in each case, as determined pursuant to Rule 13d-3 under the Exchange Act without regard for the number of days in which a Person has the right to acquire such beneficial ownership, and without regard to Investor’s rights under this Agreement), any securities of the Company, except for securities that may be beneficially owned by employee benefit plans of either the Investor or any its Affiliates in the ordinary course of its Affiliatesbusiness.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Entrada Therapeutics, Inc.), Stock Purchase Agreement (Alnylam Pharmaceuticals, Inc.)
Acquiring Person. As of the Signing Date, neither the Investor nor any date of its Affiliates beneficially owns, this Agreement and immediately prior to the First Closing, neither the Investor nor any of its Affiliates Affiliates, beneficially owns, or will beneficially own (in each case, as determined pursuant to Rule 13d-3 under the Exchange Act without regard for the number of days in which a Person has the right to acquire such beneficial ownership, ownership and without regard to the Investor’s rights under this Agreement), Common Stock or any other securities of the Company, except for securities that may be beneficially owned by employee benefit plans of either the Investor or any of its Affiliates.
Appears in 2 contracts
Samples: Securities Purchase Agreement (SK Ecoplant Co., Ltd.), Securities Purchase Agreement (Bloom Energy Corp)
Acquiring Person. As of the Signing Date, neither the Investor nor any date of its Affiliates beneficially owns, this Agreement and immediately prior to the Closing, neither the Investor nor any of its Controlled Affiliates beneficially owns, or will beneficially own (in each case, as determined pursuant to Rule 13d-3 under the Exchange Act without regard for the number of days in which a Person has the right to acquire such beneficial ownership, and without regard to Investor’s rights under this Agreement), any securities of the Company, except for securities that may be beneficially owned by employee benefit plans of either the Investor or any of its Affiliates.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Regeneron Pharmaceuticals, Inc.), Stock Purchase Agreement (Alnylam Pharmaceuticals, Inc.)
Acquiring Person. As of the Signing Date, neither the Investor nor any date of its Affiliates beneficially owns, this Agreement and immediately prior to the Closing, neither the Investor nor any of its Affiliates beneficially owns, or will beneficially own (in each case, as determined pursuant to Rule 13d-3 under the Exchange Act without regard for the number of days in which a Person has the right to acquire such beneficial ownership, and without regard to Investor’s rights under this Agreement), ) any securities of the Company, except for securities that may be beneficially owned by employee benefit plans of either the Investor or any of its Affiliates.
Appears in 1 contract
Samples: Stock Purchase Agreement (Arrowhead Pharmaceuticals, Inc.)
Acquiring Person. As of the Signing Date, neither the Investor nor any date of its Affiliates beneficially owns, this Agreement and immediately prior to the Closing, neither the Investor nor any of its Affiliates Affiliates, beneficially owns, or will beneficially own (in each case, as determined pursuant to Rule 13d-3 under the Exchange Act without regard for the number of days in which a Person has the right to acquire such beneficial ownership, ownership and without regard to the Investor’s rights under this Agreement), Common Stock or any other securities of the Company, except for securities that may be beneficially owned by employee benefit plans of either the Investor or any of its Affiliates.
Appears in 1 contract
Samples: Letter Agreement (Plug Power Inc)
Acquiring Person. As of the Signing Date, neither the Investor nor any of its Affiliates beneficially owns, and immediately prior to the Closing, neither the Investor nor any of its Affiliates will beneficially own (in each case, as determined pursuant to Rule 13d-3 under the Exchange Act without regard for the number of days in which a Person has the right to acquire such beneficial ownership, and without regard to Investor’s rights under this Agreement), any securities of the Company, except for securities that may be beneficially owned by either (i) employee benefit plans of either the Investor or any of its AffiliatesAffiliates or (ii) any executive officer or director of the Investor.
Appears in 1 contract
Acquiring Person. As of the Signing Date, neither the Investor nor any date of its Affiliates beneficially owns, this Agreement and immediately prior to the Closing, neither the Investor nor any of its Affiliates beneficially owns, or will beneficially own (in each case, as determined pursuant to Rule 13d-3 under the Exchange Act without regard for the number of days in which a Person has the right to acquire such beneficial ownership, and without regard to the Investor’s rights under this Agreement), any securities of the Company, except for securities that may be beneficially owned by employee benefit plans of either the Investor or any of its Affiliates.
Appears in 1 contract
