JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Common Stock, par value $0.0001 per share, of Humacyte, Inc., and further agree that this Joint Filing Agreement shall be included as an exhibit to such joint filings.
The undersigned further agree that each party hereto is responsible for the filing of such Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information concerning such party contained therein; provided, however, that no party is responsible for the completeness or accuracy of the information concerning any other party making the filing, unless such party knows or has reason to believe that such information is inaccurate.
This Joint Filing Agreement may be executed in any number of counterparts, each of which shall be deemed an original.
IN WITNESS WHEREOF, the parties have executed this Joint Filing Agreement on September 2, 2021.
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| FRESENIUS MEDICAL CARE HOLDINGS, INC. | |
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| By: | /s/ Mark Fawcett |
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| Name: | Mark Fawcett |
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| Title: | Senior Vice President |
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| FRESENIUS MEDICAL CARE AG & CO. KGaA, represented by | |
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| Fresenius Medical Care Management AG, its general partner | |
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| By: | /s/ Franklin W. Maddux |
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| Name: | Franklin W. Maddux |
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| Title: | Member of the Management Board and Global Chief Medical Officer |
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| By: | /s/ William Valle |
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| Name: | William Valle |
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| Title: | Member of the Management Board |
SCHEDULE A
The officers and members of the board of directors FMCH, and the members of (i) the Supervisory Board and the Management Board of Fresenius Medical Care Management AG, the general partner of FMC AG & Co. KGaA (“Management AG”), and (ii) the Supervisory Board of FMC AG & Co. KGaA, and their respective present principal occupations or employment (including the name, principal business and address of any such employer), and their business addresses are set forth below. All of the directors of FMCH are also members of the Management Board of Management AG and, except for Mr. William Valle, their business address is at Management AG, as set forth below. Mr. Valle’s business address, and the business address of persons whose principal occupation or employment is as an officer of FMCH, is 920 Winter Street, Waltham, MA 02451-1547. All of the directors and officers of FMCH are U.S. citizens; in addition, Ms. Helen Giza is a dual citizen of the U.S. and Great Britain. Except for Mr. Valle, the business address of the members of the Supervisory Board and Management Board of Management AG, and of the members of the Supervisory Board of FMC AG & Co. KGaA, is Else-Kröner Strasse 1, 61352 Bad Homburg, Germany. The citizenship of the members of the Supervisory Board and Management Board of Management AG, and of the members of the Supervisory Board of FMC AG & Co. KGaA, is indicated next to their respective names.
Directors of FMCH
Name |
| Principal Occupation or Employment |
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Mr. Rice Powell |
| Chairman of the Management Board and CEO of Management AG |
Ms. Helen Giza |
| Member of the Management Board and CFO of Management AG |
Mr. Kent Wanzek |
| Member of the Management Board and CEO of Global Manufacturing, Quality & Supply of Management AG |
Mr. William Valle |
| President of FMCH and CEO of Fresenius Medical Care North America |
Officers of FMCH
Name |
| Principal Occupation or Employment |
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Mr. William Valle |
| See “Directors of FMCH, above |
Mr. Dennis Braun |
| Chief Financial Officer, Fresenius Medical Care North America |
Mr. Mark Fawcett |
| Senior Vice President and Treasurer, Fresenius Medical Care North America |
Ms. Karen Gledhill |
| Senior Vice President, Secretary and General Counsel, Fresenius Medical Care North America |
Bryan Mello |
| Assistant Treasurer of FMCH; Director of Taxes, Fresenius Medical Care North America |
Dorothy Rizzo |
| Assistant Treasurer of FMCH |
Mollie Mille |
| Assistant Treasurer of FMCH |
Dominic Gaeta |
| Assistant Secretary of FMCH; Vice President, Deputy General Counsel, Fresenius Medical Care North America |
Members of the Supervisory Board of Management AG
Name |
| Principal Occupation or Employment |
| Citizenship |
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Mr. Stephan Sturm, Chairman |
| Chairman of the Management Board and CEO of Fresenius Management SE |
| Germany |
Dr. Dieter Schenk, Deputy Chair |
| Retired lawyer and tax consultant; Vice Chairman of the Supervisory Board of Fresenius Medical Care Management AG; Chairman of the Supervisory Board of Fresenius Medical Care AG & Co. KGaA; Chairman of the Foundation Board of Else Kröner-Fresenius-Stiftung |
| Germany |
Dr. Gregory Sorensen |
| Chief Executive Officer of DeepHealth, Inc., and Executive Chairman of the Board of Directors of IMRIS (Deerfield Imaging, Inc.) |
| USA |
Mr. Rolf A. Classon |
| Member of the Supervisory Board of Management AG and Fresenius Medical Care AG & Co. KGaA; director of various companies |
| USA/Sweden |
Ms. Pascale Witz |
| President of PWH Advisors; director of Horizon Therapeutics plc, PerkinElmer, Inc. and Regulus Therapeutics Inc. |
| France |
Ms. Rachel Empey |
| Member of Management Board and CFO of Fresenius Management SE |
| Germany/Great Britain |
Members of the Management Board of Management AG
Name |
| Principal Occupation or Employment |
| Citizenship |
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Mr. Rice Powell |
| Chairman of the Management Board and CEO, Management AG |
| USA |
Ms. Helen Giza |
| Member of the Management Board and CFO, Management AG |
| USA/Gt.Britain |
Mr. William Valle |
| CEO of Fresenius Medical Care North America |
| USA |
Dr. Olaf Schermeier |
| CEO of Global Research and Development for FMC AG & Co. KGaA |
| Germany |
Mr. Kent Wanzek |
| CEO of Global Manufacturing, Quality & Supply for FMC AG & Co. KGaA |
| USA |
Mr. Harry de Wit |
| CEO for the Asia-Pacific Segment, FMC AG & Co. KGaA |
| Netherlands |
Dr. Katarzyna Mazur-Hofsäß |
| CEO for the EMEA Segment, FMC AG & Co., KGaA |
| Poland/Germany |
Franklin W. Maddux, MD |
| Global Chief Medical Officer, FMC AG & Co., KGaA |
| USA |
Members of the Supervisory Board of Fresenius Medical Care AG & Co. KGaA
Name |
| Principal Occupation or Employment |
| Citizenship |
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Dr. Dieter Schenk Chairman |
| See “Members of the Supervisory Board of Management AG,” above |
| Germany |
Mr. Rolf Classon, Vice Chairman |
| See “Members of the Supervisory Board of Management AG,” above |
| USA/Sweden |
Dr. Gregory Sorensen |
| Chief Executive Officer of DeepHealth, Inc., and Executive Chairman of the Board of Directors of IMRIS (Deerfield Imaging, Inc.) |
| USA |
Ms. Pascal Witz |
| President of PWH ADVISORS SASU and CEO of PWH ADVISORS LLC; member of various corporate boards |
| France |
Professor Dr. Gregor Zund |
| Chief Executive Officer and Director of Research and Education of the University Hospital of Zurich |
| Switzerland |
Ms. Dorothea A. Wenzel |
| Executive Vice President and Head of the Global Business Unit Surface Solutions at Merck KGaA |
| Germany |