AGREEMENT AND PLAN OF REORGANIZATION by and among CANNAVEST CORP., CANNAVEST MERGER SUB, INC.,Agreement and Plan of Reorganization • January 4th, 2016 • CannaVEST Corp. • Medicinal chemicals & botanical products • Delaware
This Agreement and Plan of Reorganization (this “Agreement”), dated as of December 30, 2015 (the “Effective Date”), is made and entered into by and among (i) CANNAVEST CORP., a Delaware corporation (“Parent”), (ii) CANNAVEST Merger Sub, Inc., a Florida corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), (iii) CANNAVEST Acquisition LLC (“LLC”), a Delaware limited liability company and a wholly-owned subsidiary of Parent, (iv) CanX, Inc, a Florida corporation (the “Company”) and (v) The Starwood Trust, as the Shareholder Representative (as defined in Section 8.1 of this Agreement) (the Shareholder Representative together with Parent, Merger Sub, LLC, and the Company, each a “Party” and, collectively, the “Parties”).
