AGREEMENT AND PLAN OF MERGER AND REORGANIZATION dated as of July 27, 2007 among SALVADOR IMAGING, INC., DAVID GARDNER, SALVADOR FOUNDATION CHARITABLE REMAINDER UNITRUST, JAMES R. LONG, PATRICIA LONG, KERRY RHEA, LISA J. RHEA, PHOTON DYNAMICS, INC.,...Merger Agreement • August 3rd, 2007 • Photon Dynamics Inc • Instruments for meas & testing of electricity & elec signals • Colorado
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Agreement”) dated as of July 27, 2007 among Salvador Imaging, Inc., a Colorado corporation (the “Company”), David Gardner, Salvador Foundation Charitable Remainder Unitrust (“Trust”), James R. Long, Patricia Long, Kerry Rhea, Lisa J. Rhea (together with Trust, David Gardner, James R. Long, Patricia Long and Kerry Rhea, the “Sellers”), Photon Dynamics, Inc., a California corporation (“Parent”), Salvador Acquisition, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Subsidiary I”), Salvador Acquisition, LLC, a Delaware limited liability company and a wholly-owned subsidiary of Parent (“Merger Subsidiary II” and, together with Merger Subsidiary I, the “Merger Subsidiaries”), and David Gardner, as shareholders’ representative (“Shareholders’ Representative”).
