FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • July 1st, 2005 • Salmon Express Inc • Wholesale-groceries & related products
This First Amendment (“Amendment”) to the Agreement and Plan of Merger (the “Merger Agreement”), dated as of January 31, 2005, by and among MicroMed Technology, Inc., a Delaware corporation (“MicroMed”), on the one hand, and Salmon Express, Inc., a publicly traded Nevada corporation (“Salmon”), Salmon Acquisition Corp., a Nevada corporation and wholly owned subsidiary of Salmon (“Merger Sub”), and Pete Smith, Sr., an individual stockholder of Salmon (the “Salmon Stockholder”), on the other hand, is made and entered into to be effective for all purposes as of 16th day of May, 2005. Capitalized terms used but not defined herein shall have the meanings ascribed to those terms in the Merger Agreement.
AGREEMENT OF MERGER By and Among SALMON ACQUISITION CORP. and MICROMED TECHNOLOGY, INC.Agreement of Merger • July 1st, 2005 • Salmon Express Inc • Wholesale-groceries & related products • Delaware
THIS AGREEMENT OF MERGER (this “Agreement”), is made and entered into as of ________, 2005, by and among Salmon Express, Inc., a Nevada Corporation (the “Parent”), Micromed Technology, Inc., a Delaware corporation (the “Company”), and Salmon Acquisition Corporation, a Nevada corporation and a wholly-owned subsidiary of Parent (“Sub” and, together with the Company, the “Constituent Corporations”).
AGREEMENT AND PLAN OF MERGER OF SALMON EXPRESS, INC. (A NEVADA CORPORATION) WITH AND INTO MICROMED CARDIOVASCULAR, INC. (A DELAWARE CORPORATION)Agreement and Plan of Merger • July 1st, 2005 • Salmon Express Inc • Wholesale-groceries & related products • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated this ___day of _______ 2005, by and between SALMON EXPRESS, INC., a Nevada corporation (“SALMON”) and MICROMED CARDIOVASCULAR, INC., a Delaware corporation (“MICROMED”), is made with respect to the following facts.
SHARE CANCELLATION AGREEMENTShare Cancellation Agreement • July 1st, 2005 • Salmon Express Inc • Wholesale-groceries & related products • California
THIS SHARE CANCELLATION AGREEMENT (this “Agreement”) is made and entered into as of this 31st day of January, 2005 by and between Stone & Graves, as the escrow agent (the “Escrow Agent”), MicroMed Technology, Inc., a Delaware corporation (“MicroMed”) and Pete Smith, Sr. (“Smith” or the “Stockholder”), a principal stockholder and director of Salmon Express Inc., a Nevada corporation (“Salmon”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the Merger Agreement.
