AGREEMENT AND PLAN OF MERGER by and among ROY RPS HOLDINGS CORP. RPS MERGER SUB INC. and RESEARCH PHARMACEUTICAL SERVICES, INC. dated as of DECEMBER 27, 2010Merger Agreement • December 28th, 2010 • Research Pharmaceutical Services, Inc. • Services-commercial physical & biological research • New York
This Agreement and Plan of Merger (this “Agreement”), is entered into as of December 27, 2010, by and among ReSearch Pharmaceutical Services, Inc., a Delaware corporation (the “Company”), Roy RPS Holdings Corp., a Delaware corporation (“Parent”), and RPS Merger Sub, Inc., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”). Capitalized terms used herein (including in the immediately preceding sentence) and not otherwise defined herein shall have the meanings set forth in Section 8.01 hereof.
