Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Double asterisks denote omissions. AGREEMENT AND PLAN OF MERGER by and among THE MEDICINES COMPANY, RAVIOLI ACQUISITION CORP., FORTIS ADVISORS LLC AS THE...Merger Agreement • December 6th, 2013 • Medicines Co /De • Pharmaceutical preparations • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of December 3, 2013, by and among The Medicines Company, a Delaware corporation (the “Buyer”), Ravioli Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of the Buyer (the “Transitory Subsidiary”), Fortis Advisors LLC, solely in its capacity as the Representative (the “Representative”), and Rempex Pharmaceuticals, Inc., a Delaware corporation (the “Company”). The Buyer, the Transitory Subsidiary, the Company and the Representative are sometimes referred to herein individually as a “Party” and collectively as the “Parties”. All capitalized terms used in this Agreement shall have the meanings given to them in Section 9.1.
