AGREEMENT AND PLAN OF MERGER BY AND AMONG NORTH AMERICAN SENIOR CARE, INC., NASC ACQUISITION CORP., BEVERLY ENTERPRISES, INC. and SBEV PROPERTY HOLDINGS LLC (solely for purposes of Article 9) Dated as of August 16, 2005Merger Agreement • August 17th, 2005 • Beverly Enterprises Inc • Services-skilled nursing care facilities • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of August 16, 2005, by and among North American Senior Care, Inc., a Delaware corporation (“Parent”), NASC Acquisition Corp., a Delaware corporation and a wholly-owned direct Subsidiary of Parent (“Merger Sub”), Beverly Enterprises, Inc., a Delaware corporation (the “Company”) and, solely for purposes of Article 9 hereof, SBEV Property Holdings LLC, a Delaware limited liability company (“SBEV”).
