AGREEMENT AND PLAN OF MERGER by and among BIONANO GENOMICS, INC.; MAZDAN MERGER SUB, INC.; PURIGEN BIOSYSTEMS, INC.; and SHAREHOLDER REPRESENTATIVE SERVICES LLC, as the Securityholders’ Representative Dated as of November 23, 2022Agreement and Plan of Merger • November 28th, 2022 • Bionano Genomics, Inc. • Laboratory analytical instruments • Delaware
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of November 23, 2022, by and among: Bionano Genomics, Inc., a Delaware corporation (“Parent”); Mazdan Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”); Purigen Biosystems, Inc., a Delaware corporation (the “Company”); and Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as the Securityholders’ Representative. Certain capitalized terms used in this Agreement are defined in Exhibit A hereto.
