Extension Agreement to Equity Purchase Agreement between TiHe Capital (Beijing) Co. Ltd. and Athenex Parties
This agreement, dated September 30, 2022, is between TiHe Capital (Beijing) Co. Ltd. and the Athenex group of companies. It extends the deadline (Longstop Date) for closing their previously agreed Equity Purchase Agreement from September 30, 2022, to October 31, 2022, with a possible further extension to November 15, 2022, if certain conditions are met. All other terms of the original agreement remain unchanged. The agreement is governed by the laws of the People's Republic of China.
Exhibit 10.5
September 30, 2022
TiHe Capital (Beijing) Co. Ltd.(泰和中投投资基金管理(北京)有限公司)
4th Floor, Building 3, Huasheng Science Park, Lane 1999, Zhangheng Road, Pudong New Area, Shanghai, China
中国上海市浦东新区张衡路1999弄华盛科技园3号楼4楼
Attn: Jiao Wang王姣
Email: ***@***
Re: Extension of Longstop Date
Dear Mr. Yan Zhou:
Reference is made to that certain Equity Purchase Agreement dated as of July 7, 2022 (as amended, modified, or supplemented from time to time, the “Purchase Agreement”), by and among TiHe Capital (Beijing) Co. Ltd. (泰和中投投资基金管理(北京)有限公司)(“Buyer”), Athenex API Limited, Polymed Therapeutics, Inc., and Athenex Pharmaceuticals (China) Limited (each, a “Seller” and collectively, “Sellers”) and Athenex, Inc. (“Seller Parent” and, together with Sellers, the “Seller Parties”). Buyer and each Seller Party is referred to herein as a “Party” and together as the “Parties”. Capitalized terms used but not defined in this letter agreement have the meaning given to them in the Purchase Agreement.
In Section 10.1 of the Purchase Agreement, the “Longstop Date” is defined to mean “September 30, 2022 or a later date agreed upon by the Parties in writing.” The Parties acknowledge that the Closing has not occurred, but desire to extend the Longstop Date to allow for the completion of the Closing, as set forth in this letter agreement.
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Very truly yours,
| SellerS: ATHENEX API LIMITED By: /s/ Lau, Yiu Nam |
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| ATHENEX PHARMACEUTICALS (CHINA) LIMITED By: /s/ Lau, Yiu Nam POLYMED THERAPEUTICS, INC. By: /s/ Johnson Lau seller parent: athenex, INC. By: /s/ Johnson Lau |
ACCEPTED AND AGREED TO:
BUYER:
TiHe Capital (Beijing) Co. Ltd.
By: /s/ Yan, Zhou
Name: Yan, Zhou
Title: Authorized Signatory