AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among: CancerVax Corporation, a Delaware corporation; Carlsbad Acquisition Corporation, a Delaware corporation; Micromet, Inc., a Delaware corporation; and Micromet AG, a German corporation Dated as of...Agreement and Plan of Merger and Reorganization • January 9th, 2006 • Cancervax Corp • Biological products, (no disgnostic substances) • Delaware
This Agreement and Plan of Merger and Reorganization (this “Agreement”) is made and entered into as of January 6, 2006, by and among CancerVax Corporation, a Delaware corporation (“CancerVax”); Carlsbad Acquisition Corporation, a Delaware corporation (“Merger Sub”); Micromet, Inc., a Delaware corporation (“Parent”); and Micromet AG, a corporation organized under the laws of Germany (“Micromet”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
