AGREEMENT AND PLAN OF MERGER AMONG AUXILIUM PHARMACEUTICALS, INC. AND ENDO INTERNATIONAL PLC AND ENDO U.S. INC. AND AVALON MERGER SUB INC. October 8, 2014Merger Agreement • October 9th, 2014 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
THIS AGREEMENT is made as of October 8, 2014 among Auxilium Pharmaceuticals, Inc., a corporation incorporated under the laws of the State of Delaware (“Auxilium”), Endo International plc, a public limited company incorporated under the laws of Ireland (“Endo”), Endo U.S. Inc., a corporation incorporated under the laws of the State of Delaware (“HoldCo”), and Avalon Merger Sub Inc., a corporation incorporated under the laws of the State of Delaware (“AcquireCo”).
FIRST AMENDMENT TO RIGHTS AGREEMENTRights Agreement • October 9th, 2014 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
This FIRST AMENDMENT TO RIGHTS AGREEMENT dated as of October 8, 2014 (this “Amendment”) is entered into by and between Auxilium Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and Broadridge Corporate Issuer Solutions, Inc. (the “Rights Agent”). Capitalized terms used but not defined herein shall have the respective meanings assigned to them in that certain Rights Agreement, dated as of September 17, 2014, between the Company and the Rights Agent (the “Rights Agreement”).
