Exhibit 99.22
October 12, 2023
Gelesis Holdings, Inc.
501 Boylston Street, Suite 6102
Boston, MA 02116
Attention: Elliot Maltz; David Pass
Email: emaltz@gelesis.com; dpass@gelesis.com
Re: Notice of Termination
Ladies and Gentlemen:
Reference is made to the Agreement and Plan of Merger, dated as of June 12, 2023 (the “Merger Agreement”), by and among PureTech Health LLC, a Delaware limited liability company (“Parent”), Caviar Merger Sub LLC, a Delaware limited liability company and a wholly owned Subsidiary of Parent (“Merger Sub”), and Gelesis Holdings, Inc., a Delaware corporation (the “Company”). Capitalized terms used herein and not defined have the meanings given to them in the Merger Agreement.
In accordance with Section 8.5 of the Merger Agreement, Parent hereby provides notice to the Company that it is terminating the Merger Agreement pursuant to Section 8.2(a) of the Merger Agreement.
| Sincerely, | ||
| PureTech Health LLC | ||
| By: | /s/ Bharatt Chowrira | |
| Bharatt Chowrira | ||
| Chief Executive Officer | ||
cc:
Goodwin Procter LLP
100 Northern Avenue
Boston, MA 02210
Attention: James T. Barrett
Jean A. Lee
Jeffrey A. Letalien
Email: JBarret@goodwinlaw.com
JeanLee@goodwinlaw.com
JLetalien@goodwinlaw.com
Latham & Watkins LLP
200 Clarendon Street
Boston, MA 02116
Attention: Peter N. Handrinos
Joshua M. Dubofsky
Ian Nussbaum
Email: Peter.Handrinos@lw.com
Josh.Dubofsky@lw.com
Ian.Nussbaum@lw.com
