AGREEMENT AND PLAN OF MERGER BY AND AMONG ALKERMES, INC., THINKER MERGER SUB, INC., ALKERMES PLC, RODIN THERAPEUTICS, INC. AND SHAREHOLDER REPRESENTATIVE SERVICES LLC, AS COMPANY EQUITYHOLDER REPRESENTATIVE Dated as of November 14, 2019Agreement and Plan of Merger • November 25th, 2019 • Alkermes Plc. • Pharmaceutical preparations • Delaware
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of November 14, 2019 by and among Alkermes, Inc., a Pennsylvania corporation (the “Buyer”), Thinker Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of the Buyer (“Merger Sub”), Rodin Therapeutics, Inc., a Delaware corporation (the “Company”), and Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as representative, agent and attorney-in-fact of the Company Equityholders (the “Company Equityholder Representative”), and, solely for purposes of being bound by Section 10.16, Alkermes plc, an Irish company (“Parent”).
