AGREEMENT AND PLAN OF MERGER among ABBOTT LABORATORIES, S&G NUTRITIONALS, INC. and KOS PHARMACEUTICALS, INC. Dated as of November 5, 2006Agreement and Plan of Merger • November 9th, 2006 • Abbott Laboratories • Pharmaceutical preparations • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of November 5, 2006 (this “Agreement”) among ABBOTT LABORATORIES, an Illinois corporation (“Parent”), S&G Nutritionals, Inc., a Delaware corporation and a direct wholly-owned Subsidiary of Parent (“Merger Sub”), and KOS PHARMACEUTICALS, INC., a Florida corporation (the “Company”).
SHAREHOLDERS AGREEMENTShareholders Agreement • November 9th, 2006 • Abbott Laboratories • Pharmaceutical preparations • Delaware
SHAREHOLDERS AGREEMENT, dated as of November 5, 2006 (this “Agreement”), by and between ABBOTT LABORATORIES, an Illinois corporation (“Parent”), on the one hand, and Michael Jaharis, Mary Jaharis, Kathryn Jaharis, Steven Jaharis, Wilson Point Holdings, LP, Kos Investments, Inc., Cubs Management, LLC, Kos Holdings, Inc., Jaharis Holdings, LLC, Steven Jaharis Generational Trust, 2002 Mary Jaharis Grantor Retained Annuity Trust 2, Michael and Mary Jaharis Alaska Community Property Trust, Kathryn Jaharis and Richard Ledes Joint Account, the Jaharis Family Foundation, Inc. and Michael Steven Jaharis Trust 1 (collectively, the “Shareholders”), on the other hand. Capitalized terms used but not defined herein shall have the meanings given to such terms in the Merger Agreement.
STOCK PURCHASE AGREEMENT amongStock Purchase Agreement • November 9th, 2006 • Abbott Laboratories • Pharmaceutical preparations • Delaware
STOCK PURCHASE AGREEMENT, dated as of November 5, 2006 (this “Agreement”), among ABBOTT LABORATORIES, an Illinois corporation (“Acquiror”), and Michael Jaharis, Kathryn Jaharis, Steven Jaharis, Daniel Bell and Steven K. Aronoff (each a “Seller” and collectively, “Sellers”). Capitalized terms used but not defined herein shall have the meanings given to such terms in the Merger Agreement.
