EXHIBIT 4.2.2
PREDIX PHARMACEUTICALS HOLDINGS, INC.
FIRST AMENDMENT
TO
SECOND AMENDED AND RESTATED STOCKHOLDERS AGREEMENT
This First Amendment (the "Amendment") to the Second Amended and Restated
Stockholders Agreement, dated January 21, 2005, by and between Predix
Pharmaceuticals Holdings, Inc., a Delaware corporation (the "Company"), and
certain Stockholders (the "Stockholders Agreement"), is made as of August 1,
2005, by and among the Company and the signatories hereto. Capitalized terms
used herein but not defined shall have the meanings ascribed to such terms in
the Stockholders Agreement.
WHEREAS, the Company is contemplating an initial public offering of shares
of its Common Stock;
WHEREAS, Section 2(b) of the Stockholders Agreement provides certain
Stockholders incidental registration rights (the "piggyback rights");
WHEREAS, the Stockholders Agreement may be modified, changed, discharged
or terminated by the agreement of the Company and not less than 66 2/3% in
interest of Series C Preferred Stock held by the Series C Preferred
Stockholders; and
WHEREAS, the Company and the signatories hereto (comprising not less than
66 2/3% in interest of Series C Preferred Stock held by the Series C Preferred
Stockholders) believe that it is in the best interests of the Company and the
Stockholders to amend Section 2(b)(i) of the Stockholders Agreement such that
the piggyback rights of Section 2(b) do not apply to an Initial Public Offering.
NOW THEREFORE, the Company and the signatories hereto, hereby agree to
amend the Stockholders Agreement as follows:
1. AMENDMENT TO AGREEMENT.
a. SECTION 2(b)(i)
Section 2(b)(i) of the Stockholders Agreement is hereby amended by
deleting the first sentence of such Section 2(b)(i) in its entirety and
inserting in lieu thereof the following sentence:
"If at any time subsequent to the expiration of any lock-up agreement that
the Company's stockholders have entered into with the underwriters in
connection with an Initial Public Offering the Company proposes to file a
Registration Statement covering shares of Common Stock (other than a
Registration Statement
filed pursuant to Section 2(a) or on a Form S-4 or Form S-8 or similar or
successor forms), the Company will, prior to such filing, give written
notice to all Preferred Stockholders of its intention to do so."
b. NO OTHER AMENDMENT
Except as otherwise expressly set forth herein, all terms and conditions
of the Stockholders Agreement shall remain in full force and effect. Except as
expressly set forth herein, nothing herein shall be construed to be an amendment
or a waiver of any requirements of the Stockholders Agreement.
2. MISCELLANEOUS.
a. MODIFICATION AND AMENDMENT.
This Amendment shall not be modified or amended except by an instrument in
writing signed by or on behalf of the parties hereto.
b. COUNTERPARTS.
This Amendment may be executed in one or more counterparts each of which
will be deemed an original, but all of which together shall constitute one and
the same instrument.
[Signature Pages Follow]
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
________________________________________
By its duly authorized officer:
________________________________________
Name:
Title:
New England Partners Capital, L.P.
By: NEP Capital, LLC
Its: General Partner
By: /s/ Illegible
------------------------------------
Its: President
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇
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By its duly authorized officer:
________________________________________
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇
Title:
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
/s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇
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By its duly authorized officer:
________________________________________
Name: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇
Title:
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
------------------------------------------------
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
AIM COUNSELOR SERIES TRUST, on behalf of its
portfolio, AIM ADVANTAGE HEALTH SCIENCES FUND
---------------------------------------------
By its duly authorized officer:
/s/ J. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
---------------------------------------------
Name: J. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: Chief Investment Officer
AIM Capital Management
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
/s/ ▇▇▇ ▇. ▇▇▇▇▇▇▇
----------------------------------------
By its duly authorized officer:
________________________________________
Name:
Title:
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
The Yasuda Enterprise Development II, Limited
Partnership
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By its duly authorized officer:
/s/ ▇▇▇▇▇▇ ▇▇▇
---------------------------------------------
Name: ▇▇▇▇▇▇ ▇▇▇
Title: President & Representative Director
Yasuda Enterprise Development Co., Ltd.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
________________________________________
By its duly authorized officer:
/s/ ▇▇▇▇-▇▇▇▇ ▇▇▇▇▇▇▇
----------------------------------------
Name: ▇▇▇▇-▇▇▇▇ ▇▇▇▇▇▇▇
Title: HBM BioPartners Ltd.
General partner of International Life
Science Managers, L.P.,
General Partner of International Life
Science Partners, L.P.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
ASTELLAS VENTURE CAPITAL LLC
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By its duly authorized officer:
/s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: PRESIDENT & CHIEF EXECUTIVE OFFICER
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
________________________________________
By its duly authorized officer:
/s/ ▇. ▇▇▇▇▇▇ LONG JR. and ▇▇▇▇▇▇ ▇. ▇▇▇▇
-----------------------------------------
Name: ▇. ▇▇▇▇▇▇ LONG, JR. + ▇▇▇▇▇▇ ▇. ▇▇▇▇
Title:
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
/s/ W. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇
----------------------------------------
By its duly authorized officer:
W. ▇▇▇▇▇▇ ▇▇▇▇▇▇
----------------------------------------
Name:
Title:
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
--------------------------------------------
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
________________________________________
By its duly authorized officer:
/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
----------------------------------------
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Title:
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
--------------------------------------------
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
________________________________________
By its duly authorized officer:
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇
----------------------------------------
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇
Title:
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
/s/ DICKON AND ▇▇▇▇ ▇▇▇▇▇▇▇-▇▇▇▇
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By its duly authorized officer:
Dickon and ▇▇▇▇ ▇▇▇▇▇▇▇-▇▇▇▇
----------------------------------------
Name:
Title:
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
-------------------------------------------
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇
-------------------------------------------
By its duly authorized officer:
WHITEHALL FINANCIAL GROUP INC
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Name: ▇▇▇▇ ▇. ▇▇▇▇▇
Title: SECRETARY
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
/s/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
-----------------------------------
By its duly authorized officer:
▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
-----------------------------------
Name: CHAIRMAN
Title:
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
----------------------------------------
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇, ▇▇.
---------------------------------
By its duly authorized officer:
▇▇▇▇▇▇ ▇. ▇▇▇▇, ▇▇.
---------------------------------
Name:
Title:
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
▇▇▇▇▇▇▇▇ Capital Partners
------------------------------
By its duly authorized officer:
/s/ ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
------------------------------
Name: ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
Title: General Partner
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
--------------------------------------------
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
-----------------------------------
By its duly authorized officer:
___________________________________
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
Title:
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
--------------------------------------------
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇
-------------------------------
By its duly authorized officer:
▇▇▇▇▇▇ ▇. ▇▇▇▇▇
-------------------------------
Name:
Title:
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
DELAWARE CHARTER GUARANTEE TRUST,
CUSTODIAN ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, ▇▇▇
----------------------------------
By its duly authorized officer:
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
----------------------------------
Name:
Title:
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
NORTH FORK ASSOCIATES
------------------------------------
By its duly authorized officer:
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
------------------------------------
Name:
Title: MANAGING PARTNER
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
--------------------------------------------
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
________________________________________
By its duly authorized officer:
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
---------------------------------------
Name:
Title:
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
________________________________________
By its duly authorized officer:
/s/ HAIM AVIV
----------------------------------------
Name: HAIM AVIV C/O AYELET AVIV
Title:
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
_______________________________
By its duly authorized officer:
/s/ HAIM AVIV
-------------------------------
Name: HAIM AVIV
Title:
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
________________________________
By its duly authorized officer:
/s/ HAIM AVIV
--------------------------------
Name: ▇/▇ ▇▇▇▇ ▇▇▇▇
Title:
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
AEOW 96 LLC
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By its duly authorized officer:
/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇
-------------------------------
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇
Title: Partner
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
Forward Ventures V, LP
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By its duly authorized officer:
By Forward V Associates LLC
/s/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇
-------------------------------
Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Managing Member
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
S.R. One Limited
---------------------------------
By its duly authorized officer:
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
---------------------------------
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: Vice President & Secretary
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
CMEA Ventures VI, L.P.
CMEA Ventures VI GmbH & Co. KG
CMEA Ventures Life Sciences 2000, L.P.
CMEA Ventures Life Sciences 2000, Civil Law
Partnership
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
----------------------------------------
▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, MD,
General Partner, CMEA Ventures VI Management,
L.P., the General Partner of CMEA
Ventures VI, L.P.
General Partner, CMEA Ventures VI Management,
L.P., the Managing Limited Partner of CMEA
Ventures VI GmbH & Co. KG
General Partner, CMEA Ventures LS Management
2000, L.P., the General Partner of CMEA Ventures
Life Sciences 2000, L.P.
General Partner, CMEA Ventures LS Management
2000, L.P., the Managing Partner of CMEA
Ventures Life Sciences 2000, Civil Law
Partnership
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
Foulon Limited
------------------------------------
By its duly authorized officer:
/s/ Illegible /s/ Illegible
--------------- ---------------------
Name: FOR ▇▇▇▇ ▇▇▇▇▇▇ FOR ▇▇▇▇ ▇▇▇▇▇▇
(GUERNSEY) (GUERNSEY)
Title: SERVICES LIMITED MANAGEMENT LIMITED
DIRECTOR DIRECTOR
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇
--------------------------------
By its duly authorized officer:
PCM Venture Capital L.P.
--------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇
Title: General Partner
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
--------------------------------------------
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
YOZMA VENTURE CAPITAL
-----------------------------------
By its duly authorized officer:
/s/ ▇▇▇▇ ▇▇▇▇▇▇▇
-----------------------------------
Name: ▇▇▇▇ ▇▇▇▇▇▇▇
Title: CEO
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇
------------------------------
By its duly authorized officer:
Yozma II (ISRAEL) LP.
------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇
Title: General Partner
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
--------------------------------------------
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
Yozma II (BVI) L.P.
-------------------------------
By its duly authorized officer:
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇
Title: General Partner
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
--------------------------------------------
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
▇▇▇▇▇▇▇▇ BioCapital AG
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By its duly authorized officer:
/s/ ▇.▇. ▇▇▇▇▇▇▇▇▇▇▇
-------------------------------
Name: ▇▇▇▇ ▇▇▇▇▇▇▇ Muenchmeyer
Title: Managing Director
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
--------------------------------------------
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
JAFCO LIFE SCIENCE NO.1 INVESTMENT
ENTERPRISE PARTNERSHIP
----------------------------------
By its duly authorized officer:
/s/ HISAJI AGATA
----------------------------------
Name: Hisaji Agata
Title: Managing Director
JAFCO Co. Ltd.,
Its General Partner
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
--------------------------------------------
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
SLRB-1
-------------------------------
By its duly authorized officer:
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
-------------------------------
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: General Partner
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
THE COMPANY
PREDIX PHARMACEUTICALS HOLDINGS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
--------------------------------------------
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
THE STOCKHOLDERS:
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
-------------------------------
By its duly authorized officer:
▇▇▇▇▇▇▇▇
-------------------------------
Name:
Title: Partner
