AGREEMENT AND PLAN OF MERGER dated as of July 7, 2024, among ELI LILLY AND COMPANY, RAINIER ACQUISITION CORPORATION and MORPHIC HOLDING, INC.Merger Agreement • July 8th, 2024 • Morphic Holding, Inc. • Pharmaceutical preparations • Delaware
Contract Type FiledJuly 8th, 2024 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER, dated as of July 7, 2024 (this “Agreement” and, such date, the “Agreement Date”), is entered into by and among Eli Lilly and Company, an Indiana corporation (“Parent”), Rainier Acquisition Corporation, a Delaware corporation and a direct or indirect wholly owned subsidiary of Parent (“Merger Sub”), and Morphic Holding, Inc., a Delaware corporation (the “Company”).
AGREEMENT AND PLAN OF MERGER by and among FIRST ADVANTAGE CORPORATION, STERLING CHECK CORP., and STARTER MERGER SUB, INC. dated as of February 28, 2024Merger Agreement • March 1st, 2024 • Sterling Check Corp. • Services-computer processing & data preparation • Delaware
Contract Type FiledMarch 1st, 2024 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of February 28, 2024, is by and among First Advantage Corporation, a Delaware corporation (“Parent”), Sterling Check Corp., a Delaware corporation (the “Company”), and Starter Merger Sub, Inc., a Delaware corporation and an indirect wholly-owned Subsidiary of Parent (“Merger Sub”). All capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Article I or as otherwise defined elsewhere in this Agreement, unless the context clearly provides otherwise. Parent, the Company and Merger Sub are each sometimes referred to herein as a “Party” and, collectively, as the “Parties.”
AGREEMENT AND PLAN OF MERGER by and among Zoom Video Communications, Inc., Summer Merger Sub, Inc. and Five9, Inc. dated as of July 16, 2021Merger Agreement • July 19th, 2021 • Zoom Video Communications, Inc. • Services-computer programming, data processing, etc. • Delaware
Contract Type FiledJuly 19th, 2021 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of July 16, 2021, is by and among Zoom Video Communications, Inc., a Delaware corporation (“Parent”), Summer Merger Sub, Inc., a Delaware corporation and a direct wholly owned Subsidiary of Parent (“Merger Sub”), and Five9, Inc., a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Annex A or as otherwise defined elsewhere in this Agreement, unless the context clearly provides otherwise. Parent, Merger Sub and the Company are each sometimes referred to herein as a “Party” and collectively, as the “Parties.”
AGREEMENT AND PLAN OF MERGER by and among VULCAN MATERIALS COMPANY, GRIZZLY MERGER SUB I, INC. and U.S. CONCRETE, INC. dated as of June 6, 2021Merger Agreement • June 7th, 2021 • U.S. Concrete, Inc. • Concrete products, except block & brick • Delaware
Contract Type FiledJune 7th, 2021 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of June 6, 2021, is by and among Vulcan Materials Company, a New Jersey corporation (“Parent”), Grizzly Merger Sub I, Inc., a Delaware corporation and a wholly owned direct or indirect subsidiary of Parent (“Merger Sub”), and U.S. Concrete, Inc., a Delaware corporation (the “Company”). Parent, Merger Sub and the Company are each sometimes referred to herein as a “Party” and collectively, as the “Parties.”
AGREEMENT AND PLAN OF MERGER BY AND AMONG: DIASORIN S.P.A. DIAGONAL SUBSIDIARY INC. AND LUMINEX CORPORATION DATED AS OF APRIL 11, 2021Merger Agreement • April 12th, 2021 • Luminex Corp • Surgical & medical instruments & apparatus • Delaware
Contract Type FiledApril 12th, 2021 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER (“Agreement”) is made and entered into as of April 11, 2021 (the “Agreement Date”) by and among DiaSorin S.p.A., a società per azioni organized under the laws of the Republic of Italy (“Parent”), Diagonal Subsidiary Inc., a Delaware corporation and wholly owned indirect subsidiary of Parent (“Merger Subsidiary”), and Luminex Corporation, a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
AGREEMENT AND PLAN OF MERGER by and among salesforce.com, inc. Skyline Strategies I Inc., Skyline Strategies II LLC and Slack Technologies, Inc. dated as of December 1, 2020Merger Agreement • December 1st, 2020 • SALESFORCE.COM, Inc. • Services-prepackaged software • Delaware
Contract Type FiledDecember 1st, 2020 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 1, 2020, is by and among salesforce.com, inc., a Delaware corporation (“Parent”), Skyline Strategies I Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub I”), Skyline Strategies II LLC, a Delaware limited liability company and a wholly owned Subsidiary of Parent (“Merger Sub II”), and Slack Technologies, Inc., a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Annex A or as otherwise defined elsewhere in this Agreement, unless the context clearly provides otherwise. Parent, Merger Sub I, Merger Sub II and the Company are each sometimes referred to herein as a “Party” and collectively, as the “Parties.”
AGREEMENT AND PLAN OF MERGER dated as of May 4, 2017, by and among AVANTOR, INC., VAIL ACQUISITION CORP and VWR CORPORATIONMerger Agreement • April 5th, 2019 • Avantor, Inc. • Laboratory analytical instruments • Delaware
Contract Type FiledApril 5th, 2019 Company Industry JurisdictionTHIS AGREEMENT AND PLAN OF MERGER, dated as of May 4, 2017 (this “Agreement”), is made by and among Avantor, Inc., a Delaware corporation (“Parent”), Vail Acquisition Corp, a Delaware corporation (“Merger Sub”) and a wholly owned subsidiary of Parent, and VWR Corporation, a Delaware corporation (the “Company”).
AGREEMENT AND PLAN OF MERGER by and among NVIDIA INTERNATIONAL HOLDINGS INC., TEAL BARVAZ LTD., NVIDIA CORPORATION and MELLANOX TECHNOLOGIES, LTD. dated as of March 10, 2019Merger Agreement • March 11th, 2019 • Mellanox Technologies, Ltd. • Semiconductors & related devices
Contract Type FiledMarch 11th, 2019 Company IndustryThis AGREEMENT AND PLAN OF MERGER (hereinafter referred to as this “Agreement”), dated March 10, 2019, is by and among NVIDIA International Holdings Inc., a Delaware corporation (“Parent”), Teal Barvaz Ltd., a company organized under the laws of the State of Israel and a wholly owned subsidiary of Parent (“Merger Sub”), NVIDIA Corporation, a Delaware corporation (“Guarantor”), and Mellanox Technologies, Ltd, a company organized under the laws of the State of Israel (the “Company”). All capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Section 9.5 or as otherwise defined elsewhere in this Agreement unless the context clearly provides otherwise. Parent, Merger Sub and the Company are each sometimes referred to herein as a “Party” and collectively as the “Parties.”
AGREEMENT AND PLAN OF MERGER DATED AS OF JANUARY 5, 2019, AMONG ELI LILLY AND COMPANY, BOWFIN ACQUISITION CORPORATION AND LOXO ONCOLOGY, INC.Merger Agreement • January 7th, 2019 • Loxo Oncology, Inc. • Pharmaceutical preparations • Delaware
Contract Type FiledJanuary 7th, 2019 Company Industry JurisdictionAGREEMENT AND PLAN OF MERGER dated as of January 5, 2019 (this “Agreement”), among Eli Lilly and Company, an Indiana corporation (“Parent”), Bowfin Acquisition Corporation, a Delaware corporation (“Merger Sub”) and a wholly owned subsidiary of Parent, and Loxo Oncology, Inc., a Delaware corporation (the “Company”).
AGREEMENT AND PLAN OF MERGER by and among VECTREN CORPORATION, CENTERPOINT ENERGY, INC. and PACER MERGER SUB, INC. Dated as of April 21, 2018Merger Agreement • April 23rd, 2018 • Vectren Utility Holdings Inc • Gas & other services combined • Indiana
Contract Type FiledApril 23rd, 2018 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of April 21, 2018, is by and among VECTREN CORPORATION, an Indiana corporation (the “Company”), CENTERPOINT ENERGY, INC., a Texas corporation (the “Parent”), and PACER MERGER SUB, INC., an Indiana corporation and wholly owned subsidiary of Parent (“Merger Sub” and, together with the Company and Parent, the “Parties”).
EXPLANATORY NOTE TO THIS EXHIBITMerger Agreement • March 2nd, 2016 • Checkpoint Systems Inc • Communications equipment, nec • Delaware
Contract Type FiledMarch 2nd, 2016 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER (this “Agreement”), is made and entered into as of March 1, 2016, by and among CCL Industries Inc., a corporation organized under the Laws of Canada (“Parent”), CCL Industries USA Corp., a Pennsylvania corporation and a wholly owned indirect Subsidiary of Parent (“Merger Sub”), and Checkpoint Systems, Inc., a Pennsylvania corporation (the “Company”). Each of Parent, Merger Sub and the Company are referred to herein as a “Party” and together as the “Parties”. All capitalized terms used in this Agreement shall have the meanings assigned to them in Article VIII or as otherwise defined elsewhere in this Agreement unless the context clearly indicates otherwise.
AGREEMENT AND PLAN OF MERGER among OMNICARE, INC., CVS PHARMACY, INC. and TREE MERGER SUB, INC. Dated as of May 20, 2015Merger Agreement • May 22nd, 2015 • Omnicare Inc • Retail-drug stores and proprietary stores • Delaware
Contract Type FiledMay 22nd, 2015 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of this 20th day of May, 2015, by and among Omnicare, Inc., a Delaware corporation (the “Company”), CVS Pharmacy, Inc., a Rhode Island corporation (“Parent”), and Tree Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Parent (“Merger Sub”).
AGREEMENT AND PLAN OF MERGER Among MICROSEMI CORPORATION, LLIU100 ACQUISITION CORP. and VITESSE SEMICONDUCTOR CORPORATION Dated as of March 17, 2015Merger Agreement • March 18th, 2015 • Microsemi Corp • Semiconductors & related devices • Delaware
Contract Type FiledMarch 18th, 2015 Company Industry JurisdictionAGREEMENT AND PLAN OF MERGER, dated as of March 17, 2015 (this “Agreement”), among Microsemi Corporation, a Delaware corporation (“Parent”), LLIU100 Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent (“Purchaser”), and Vitesse Semiconductor Corporation, a Delaware corporation (the “Company”).
AGREEMENT AND PLAN OF MERGER among SKYWEST, INC., EXPRESS DELAWARE MERGER CO. and EXPRESSJET HOLDINGS, INC. Dated August 3, 2010Merger Agreement • August 4th, 2010 • Expressjet Holdings Inc • Air transportation, scheduled • Delaware
Contract Type FiledAugust 4th, 2010 Company Industry JurisdictionTHIS AGREEMENT AND PLAN OF MERGER, executed this 3rd day of August, 2010 (this “Agreement”), is by and among SkyWest, Inc., a Utah corporation (“Parent”), Express Delaware Merger Co., a Delaware corporation and an indirect wholly owned subsidiary of Parent (“Merger Sub,” and together with Parent, the “Parent Parties”), and ExpressJet Holdings, Inc., a Delaware corporation (the “Company”).
AGREEMENT AND PLAN OF MERGER among GENTIVA HEALTH SERVICES, INC., GTO ACQUISITION CORP. and ODYSSEY HEALTHCARE, INC. Dated as of May 23, 2010Merger Agreement • May 24th, 2010 • Gentiva Health Services Inc • Services-home health care services • Delaware
Contract Type FiledMay 24th, 2010 Company Industry JurisdictionAGREEMENT AND PLAN OF MERGER (hereinafter referred to as this “Agreement”), dated May 23, 2010, among Gentiva Health Services, Inc., a Delaware corporation (“Parent”), GTO Acquisition Corp., a Delaware corporation and a direct wholly-owned subsidiary of Parent (“Merger Sub”), and Odyssey HealthCare, Inc., a Delaware corporation (the “Company”).