Merger and Reorganization Sample Contracts

Amendment No. 1 to Agreement and Plan of Merger and Reorganization
Merger and Reorganization • November 20th, 2019 • Newlink Genetics Corp • Pharmaceutical preparations

This Amendment No. 1 to Agreement and Plan of Merger and Reorganization (this “Agreement”) is made as of November 19, 2019, with respect to that certain Agreement and Plan of Merger and Reorganization, dated as of September 30, 2019 (as amended, the “Merger Agreement”), by and among NewLink Genetics Corporation, a Delaware corporation (“Parent”), Cyclone Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”) and Lumos Pharma, Inc., a Delaware corporation (the “Company”). Capitalized terms used and not otherwise defined herein shall have the meanings accorded to such terms under the Merger Agreement.

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AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among: PHARMACOPEIA, INC. a Delaware corporation; EAGLE ACQUISITION CORPORATION, a Delaware corporation; and EOS BIOTECHNOLOGY, INC. a Delaware corporation
Merger and Reorganization • August 24th, 2001 • Pharmacopeia Inc • Services-commercial physical & biological research • New York

THIS AGREEMENT AND PLAN OF MERGER AND REORGANIZATION ("Agreement") is made and entered into as of August 21, 2001, by and among PHARMACOPEIA, INC., a Delaware corporation ("Parent"); EAGLE ACQUISITION CORPORATION, a Delaware corporation and a wholly-owned subsidiary of Parent ("Merger Sub"); and EOS BIOTECHNOLOGY, INC., a Delaware corporation (the "Company"). Certain capitalized terms used in this Agreement are defined in Exhibit A.

Amendment No. 1 to Agreement and Plan of Merger and Reorganization
Merger and Reorganization • September 29th, 2008 • China Water & Drinks Inc.. • Bottled & canned soft drinks & carbonated waters • New York

This Amendment No. 1 to Agreement and Plan of Merger and Reorganization (this “Amendment”) is made and entered into as of September 29, 2008, by and among Heckmann Corporation, a Delaware corporation (“Parent”), Heckmann Acquisition II Corp., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and China Water and Drinks, Inc., a Nevada corporation (the “Company”), and, solely with respect to Section 2.4, Xu Hong Bin and Cheng Xing Hua, and amends that certain Agreement and Plan of Merger and Reorganization (the “Merger Agreement”) by and among Parent, Merger Sub and the Company dated as of May 19, 2008.

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