AGREEMENT AND PLAN OF MERGER BY AND AMONG INNOVUS PHARMACEUTICALS, INC., INNOVUS ACQUISITION CORPORATION, SEMPRAE LABORATORIES, INC., THE MAJOR STOCKHOLDERS AS DESCRIBED HEREIN ANDAgreement and Plan of Merger • December 30th, 2013 • Innovus Pharmaceuticals, Inc. • Pharmaceutical preparations • California
Contract Type FiledDecember 30th, 2013 Company Industry JurisdictionTHIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made as of December 24, 2013 (the “Agreement Date”) by and among Innovus Pharmaceuticals, Inc., a Nevada corporation (“Acquiror”), Innovus Acquisition Corporation, a Delaware corporation (“Merger Sub”) and a wholly owned subsidiary of Acquiror, Semprae Laboratories, Inc., a Delaware corporation (“Target”), the Major Stockholders of Target described on the signature pages to this Agreement (the “Major Stockholders”), and Quaker Bioventures II, L.P., a principal stockholder of Target (or its successor) (“Stockholders’ Agent”).