On July 30, 2019, September 6, 2019, October 1, 2019, November 5, 2019, December 9, 2019, December 16, 2019
and December 19, 2019, in connection with a potential strategic partnership, representatives from the Company and Parent met either via telephone or in person to discuss the structure of a potential strategic partnership and to allow Parent to
conduct high-level due diligence on PR001 (a potentially disease-modifying, single-dose gene therapy for patients with Parkinsons disease with GBA1 mutations (PD-GBA) and neuronopathic Gaucher disease (nGD)), PR004 (a gene therapy in
preclinical development for patients with certain synucleinopathies), PR006 (a potentially disease-modifying, single-dose gene therapy for patients with frontotemporal dementia with GRN mutations) and the Companys pipeline of
preclinical programs for other targets.
During that period, the Company also had discussions regarding a potential strategic partnership with other
biopharmaceutical companies. In addition, Asa Abeliovich, M.D., Ph.D., the Companys Chief Executive Officer, and Ms. Minkow initiated discussions with Party A in February 2019, and continued to have confidential discussions with Party A
regarding the structure of a potential partnership through 2019. On December 20, 2019, the Company received a proposal for a potential partnership covering PR001 and PR004 from Party A.
Following the proposal from Party A, the Company Board concluded, at a meeting held on December 26, 2019, that it would be in the best interests of the
Company and its stockholders to form a transaction committee (the Transaction Committee) for the purposes of evaluating and providing input, analysis and guidance to the Companys management with respect to certain potential
partnering, licensing, collaboration or other corporate transactions related to the Companys product candidates, including the proposal from Party A. The Company Board appointed Carl Gordon, Ph.D., C.F.A., as chair of the Transaction
Committee, and Dr. Abeliovich, Francois Nader, M.D., and Ran Nussbaum as the other members of the Transaction Committee. The Transaction Committee provided periodic updates to the Board regarding the partnership discussions throughout 2020. At the
direction of the Company Board, and under the supervision of the Transaction Committee, the Companys senior management team continued discussions with various biopharmaceutical companies the Company believed would be interested in its product
candidates pursuant to confidentiality agreements without a standstill provision, including Parent, Party A, Party B, Party C, Party D, Party E and Party F. Party E paused discussions with the Company in December 2019, stating that it preferred to
continue discussions when clinical data became available. During the week of January 13, 2020, the Company held meetings with several companies with which it was engaging in potential strategic partnership discussions at the J.P. Morgan Healthcare
Conference.
Representatives from the Company and Parent met in person on January 13, 2020 at the J.P. Morgan Healthcare Conference. The representatives
from Parent included David A. Ricks, Chief Executive Officer; Joshua L. Smiley, Chief Financial Officer; Dr. Skovronksy; Dr. Mintun; Michael Hutton, Chief Scientific Officer for Neurodegenerative Disease; Heather Wasserman, Vice President of
Corporate Business Development; Philip Johnson, Treasurer & Head of Corporate Transactions; and Kathryn McCabe, SD Emerging Technology & Innovation. The representatives from the Company included Dr. Abeliovich; Brett Kaplan, M.D., Chief
Financial Officer; Jeffrey Sevigny, M.D., Chief Medical Officer; Dr. Hefti; Yong Dai, Ph.D., Chief Technology Officer; Ms. Minkow; and Jake Shuman, Associate Director, Business Development and Strategy. During the meeting, representatives from the
Company made a presentation regarding the Companys strategy and pipeline, its clinical trial status, key clinical readouts and its gene therapy manufacturing capabilities. Directly following the meeting, Dr. Abeliovich, Ms. Minkow and Mr.
Shuman met with Dr. Singh, Jeremy Fitch, Vice President of Parent, Corporate Business Development Neuroscience Transactions, Andrew McGee, Senior Director of Parent, Corporate Business Development, and Ronald DeMattos, Parents Chief
Scientific Officer of Neurobiologics, to discuss a non-binding written proposal prepared by Parent and provided to the Company at the meeting outlining a proposed co-development and co-commercialization collaboration with respect to PR001 and
PR006, together with an option to license up to three of the Companys additional pipeline product candidates.
After this meeting and during the
conference, each of Dr. Abeliovich and Dr. Gordon had conversations with Dr. Skovronsky regarding a potential transaction, including a potential strategic partnership or a potential acquisition transaction. On January 14, 2020, the Company
entered into a confidentiality agreement with
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