AGREEMENT AND PLAN OF MERGER by and among MEDICIS PHARMACEUTICAL CORPORATION (“Parent”), DONATELLO, INC. (“Merger Sub”), LIPOSONIX, INC. (the “Company”), REBECCA ROBERTSON, AS THE EQUITYHOLDERS’ REPRESENTATIVE (the “Equityholders’ Representative”) and...Agreement and Plan of Merger • August 11th, 2008 • Medicis Pharmaceutical Corp • Pharmaceutical preparations • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of June 16, 2008 (this “Agreement”), is entered into by and among Medicis Pharmaceutical Corporation, a Delaware corporation (“Parent”), Donatello, Inc., a Delaware corporation and a direct wholly-owned subsidiary of Parent (“Merger Sub”), LipoSonix, Inc., a Delaware corporation (the “Company”), Rebecca Robertson, as the Equityholders’ Representative, and Wilfred Jaeger, as the Alternate Equityholders’ Representative. Parent, Merger Sub, the Company, the Equityholders’ Representative and the Alternate Equityholders’ Representative are sometimes referred to herein as the “Parties.”
