AGREEMENT AND PLAN OF MERGER AMONG PIRAMAL HEALTHCARE, INC., MAYFLOWER ACQUISITION CORP. PIRAMAL HEALTHCARE LTD. and MINRAD INTERNATIONAL, INC. Dated as of December 22, 2008Agreement and Plan of Merger • December 23rd, 2008 • Minrad International, Inc. • Pharmaceutical preparations • Delaware
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 22, 2008, among Piramal Healthcare, Inc., (“Parent”), a Delaware corporation, Mayflower Acquisition Corp., a Delaware corporation and wholly owned Subsidiary of Parent (“PH Sub”), Minrad International, Inc., a Delaware corporation (the “Company”), and (solely with respect to Sections 3.02, 3.06, 6.12, 8.03, 8.04, 8.05 and Article IX) Piramal Healthcare Limited, an Indian public limited company (“PHL”).
