AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among ST. JUDE MEDICAL, INC., ASTEROID SUBSIDIARY CORPORATION and AGA MEDICAL HOLDINGS, INC. Dated as of October 15, 2010Merger Agreement • October 18th, 2010 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this "Agreement"), dated as of October 15, 2010, between St. Jude Medical, Inc., a Minnesota corporation ("Parent"), Asteroid Subsidiary Corporation, a Delaware corporation and an indirect wholly owned Subsidiary of Parent ("Merger Sub") and AGA Medical Holdings, Inc., a Delaware corporation (the "Company").
TENDER AND VOTING AGREEMENTTender and Voting Agreement • October 18th, 2010 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
TENDER AND VOTING AGREEMENT, dated as of October 15, 2010 (this "Agreement"), among St. Jude Medical, Inc., a Minnesota corporation ("Parent") and the stockholders of AGA Medical Holdings, Inc., a Delaware corporation (the "Company") listed on Schedule A hereto (each, a "Stockholder" and, collectively, the "Stockholders").
