Common Contracts

5 similar Agreement and Plan of Merger and Reorganization contracts by Virologic Inc

LATHAM & WATKINS LLP LETTERHEAD]
Agreement and Plan of Merger and Reorganization • November 5th, 2004 • Virologic Inc • In vitro & in vivo diagnostic substances

Re: Agreement and Plan of Merger and Reorganization by and among ViroLogic, Inc., Apollo Acquisition Sub, Inc., Apollo Merger Subsidiary, LLC, and ACLARA BioSciences, Inc., dated as of May 28, 2004 and amended as of October 18, 2004

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LATHAM & WATKINS LLP LETTERHEAD]
Agreement and Plan of Merger and Reorganization • November 4th, 2004 • Virologic Inc • In vitro & in vivo diagnostic substances

Re: Agreement and Plan of Merger and Reorganization by and among ViroLogic, Inc., Apollo Acquisition Sub, Inc., Apollo Merger Subsidiary, LLC, and ACLARA BioSciences, Inc., dated as of May 28, 2004 and amended as of October 18, 2004

LATHAM & WATKINS LLP LETTERHEAD]
Agreement and Plan of Merger and Reorganization • October 25th, 2004 • Virologic Inc • In vitro & in vivo diagnostic substances

Re: Agreement and Plan of Merger and Reorganization by and among ViroLogic, Inc., Apollo Acquisition Sub, Inc., Apollo Merger Subsidiary, LLC, and ACLARA BioSciences, Inc., dated as of May 28, 2004 and amended as of October 18, 2004

LATHAM & WATKINS LLP LETTERHEAD]
Agreement and Plan of Merger and Reorganization • September 28th, 2004 • Virologic Inc • In vitro & in vivo diagnostic substances

We have acted as counsel to ACLARA BioSciences, Inc., a Delaware corporation (“ACLARA”), in connection with (1) the proposed merger of Apollo Acquisition Sub, Inc., a Delaware corporation (“Merger Sub I”) and a wholly owned subsidiary of ViroLogic, Inc., a Delaware corporation (“ViroLogic”), with and into ACLARA (“Merger I”), and (2) immediately following the effectiveness of Merger I, a merger of ACLARA with and into Apollo Merger Subsidiary, LLC, a Delaware limited liability company (“Merger Sub II,” and together with Merger Sub I, the “Merger Subs”) and a wholly owned subsidiary of ViroLogic (“Merger II,” and together with Merger I, the “Transaction”), pursuant to an Agreement and Plan of Merger and Reorganization by and among ViroLogic, the Merger Subs and ACLARA dated as of May 28, 2004 (the “Merger Agreement”), the Delaware General Corporation Law and the Delaware Limited Liability Company Act. This opinion is being delivered in connection with ViroLogic’s Registration Statement

LATHAM & WATKINS LLP LETTERHEAD]
Agreement and Plan of Merger and Reorganization • August 25th, 2004 • Virologic Inc • In vitro & in vivo diagnostic substances

We have acted as counsel to ACLARA BioSciences, Inc., a Delaware corporation (“ACLARA”), in connection with (1) the proposed merger of Apollo Acquisition Sub, Inc., a Delaware corporation (“Merger Sub I”) and a wholly owned subsidiary of ViroLogic, Inc., a Delaware corporation (“ViroLogic”), with and into ACLARA (“Merger I”), and (2) immediately following the effectiveness of Merger I, a merger of ACLARA with and into Apollo Merger Subsidiary, LLC, a Delaware limited liability company (“Merger Sub II,” and together with Merger Sub I, the “Merger Subs”) and a wholly owned subsidiary of ViroLogic (“Merger II,” and together with Merger I, the “Transaction”), pursuant to an Agreement and Plan of Merger and Reorganization by and among ViroLogic, the Merger Subs and ACLARA dated as of May 28, 2004 (the “Merger Agreement”), the Delaware General Corporation Law and the Delaware Limited Liability Company Act. This opinion is being delivered in connection with ViroLogic’s Registration Statement

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