0001013762-06-000994 Sample Contracts

AGREEMENT OF MERGER AND PLAN OF REORGANIZATION among AGRONIX, INC., AGRONIX ACQUISITION CORP. and WARNER NUTRACEUTICAL INTERNATIONAL, INC. May 10, 2006

Merger Agreement • May 12th, 2006 • Agronix Inc • Agricultural chemicals • Florida

• Contract Type
  Merger Agreement
• Filed
  May 12th, 2006
• Company
  Agronix Inc
• Industry
  Agricultural chemicals
• Jurisdiction
  Florida

THIS AGREEMENT OF MERGER AND PLAN OF REORGANIZATION is made and entered into on May 5, 2006, by and among AGRONIX, INC., a Florida Corporation (“Parent”), AGRONIX ACQUISITION CORP., a Florida corporation (“Acquisition Corp.”), which is a wholly-owned subsidiary of Parent, and WARNER NUTRACEUTICAL INTERNATIONAL, INC., a Delaware corporation (the “Company”).

SUBSIDIARY PURCHASE AGREEMENT

Subsidiary Purchase Agreement • May 12th, 2006 • Agronix Inc • Agricultural chemicals • New York

• Contract Type
  Subsidiary Purchase Agreement
• Filed
  May 12th, 2006
• Company
  Agronix Inc
• Industry
  Agricultural chemicals
• Jurisdiction
  New York

On the date hereof, AGNI has entered into an agreement with WARNER NUTRACEUTICAL INTERNATIONAL, INC., a Delaware corporation (“WNI”) providing for the merger of Agronix Acquisition Corp., a wholly owned subsidiary of AGNI with and into WNI (the “Merger”). As a result of the Merger, the shareholders of WNI will acquire a majority of the shares of capital stock of AGNI.