SUCAMPO PHARMACEUTICALS, INC. INVESTOR RIGHTS AGREEMENTInvestors Rights Agreement |
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Exhibit 10.16
The
Registrant has entered into an Investor Rights Agreement substantially similar
to the attached agreement with each of the following stockholders:
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Shares of Class A Common Stock |
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(assuming conversion of all outstanding shares |
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of convertible preferred stock) |
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Astellas
Pharma, Inc. |
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147,500 |
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Mitsubishi
UFJ Capital Co., Ltd. |
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83,000 |
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Mizuho
Capital Co., Ltd. |
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90,595 |
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NIF
SMBC Ventures Co., Ltd. |
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63,412 |
(1) |
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Nissay
Capital No. 3 Investment Limited Partnership |
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17,600 |
(2) |
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OPE
Partners Limited |
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233,376 |
(3) |
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Tokio
Marine and Nichido Fire Insurance Co. Ltd. |
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100,000 |
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Yoshihiro
Mikami |
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58,824 |
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Total |
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794,307 |
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(1) |
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Includes 45,912 shares
purchased from R-Tech Ueno, Ltd. as selling stockholder. |
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(2) |
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Includes 17,600 shares
purchased from R-Tech Ueno, Ltd. as selling stockholder. |
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(3) |
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Includes 70,588 shares
purchased from R-Tech Ueno, Ltd. as selling stockholder. |
Exhibit 10.16
SUCAMPO PHARMACEUTICALS, INC.
INVESTOR RIGHTS AGREEMENT
, 20
Table of Contents
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Page |
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Preamble |
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1 |
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Article 1 Certain Definitions |
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1 |
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Article 2 Restrictions on Transferability |
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3 |
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Article 3 Restrictive Legend |
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3 |
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Article 4 Notice of Proposed Transfers |
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4 |
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Article 5 Registration |
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5 |
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5.1
Company Registration |
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5 |
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5.2
Registration on Form S-3 |
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6 |
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5.3
Expenses of Registration |
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7 |
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5.4
Registration Procedures |
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7 |
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5.5
Indemnification. |
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9 |
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5.6
Information by the Investor |
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12 |
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5.7
Rule 144 Reporting |
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12 |
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5.8
Termination of Registration Rights |
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13 |
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Article 6 Financial Information |
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13 |
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6.1
Information Rights |
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13 |
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6.2
Termination |
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13 |
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Article 7 Lockup Agreement |
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13 |
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Article 8 Right of First Offer on Company Issuance |
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14 |
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8.1
Right of First Offer |
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14 |
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8.2
Pro Rata Share |
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14 |
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8.3
New Securities |
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14 |
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8.4
Procedure |
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15 |
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8.5
Termination and Assignment |
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16 |
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8.6
Company Right to Terminate Issuance of New Securities |
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16 |
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Article 9 Transfer of Rights |
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16 |
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Article 10 Amendment |
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16 |
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Article 11 Governing Law |
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17 |
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Article 12 Entire Agreement |
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17 |
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Article 13 Notices, Etc. |
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