AGREEMENT AND PLAN OF MERGERMerger Agreement • January 13th, 2015 • Amarantus Bioscience Holdings, Inc. • Pharmaceutical preparations • Delaware
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of January 8, 2015, by and among: Amarantus BioScience Holdings, Inc., a Nevada corporation (“Parent”); Neuro Acquisition Corporation, a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”); DioGenix Inc., a Delaware corporation (the “Company”); and Nerveda, LLC, a Delaware limited liability company (in its capacity as agent and attorney-in-fact of the Escrow Participants, as set forth in Section 8.1, the “Securityholder Representative”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
