Eiger BioPharmaceuticals Inc (EIGRQ)

[deri21]

Immediately prior to the effective time of the merger, each share of Eiger preferred stock will be converted into shares of Eiger common stock at a ratio determined in accordance with the Eiger
certificate of incorporation then in effect and each outstanding warrant to purchase Eiger equity securities will be automatically exercised. At the effective time of the merger, each share of Eiger
common stock will be converted into the right to receive approximately 1.32 shares of Celladon common stock, subject to adjustment to account for the effect of a reverse stock split of Celladon
common stock, at a ratio of one new share for every fifteen shares outstanding, to be implemented prior to the consummation of the merger as discussed in this proxy
statement/prospectus/information statement. Celladon will assume outstanding and unexercised options to purchase Eiger common stock, and they will be converted into options to purchase
Celladon common stock. Celladon stockholders will continue to own and hold their existing shares of Celladon common stock. Immediately after the merger, Eiger stockholders, warrantholders
and optionholders will own approximately 78% of the fully-diluted common stock of Celladon, with Celladon optionholders and stockholders, whose shares of Celladon stock will remain
outstanding after the merger, holding approximately 22% of the fully-diluted common stock of Celladon. The exchange ratio is determined pursuant to a formula described in more detail in the
Merger Agreement and in the attached proxy statement/prospectus/information statement, and the 1.32 figure and percentage ownership figures are estimates.