AGREEMENT AND PLAN OF MERGER by and among PHARMION CORPORATION, CARLSBAD ACQUISITION CORPORATION CABRELLIS PHARMACEUTICALS CORPORATION and Stuart J. M. Collinson as the EQUITYHOLDER REPRESENTATIVE November 15, 2006Merger Agreement • November 16th, 2006 • Pharmion Corp • Pharmaceutical preparations • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of November 15, 2006, is entered into by and among Pharmion Corporation, a Delaware corporation (“Parent”), Carlsbad Acquisition Corporation, a Delaware corporation and wholly-owned subsidiary of Parent (“Merger Sub”), Cabrellis Pharmaceuticals Corporation, a Delaware corporation (the “Company”), and Stuart J. M. Collinson, acting in his capacity as Equityholder Representative in connection with the transactions contemplated by this Agreement (the “Equityholder Representative”). (Hereafter, the Parent, the Company, and the Equityholder Representative shall sometimes be referred to as the “Parties.”)
