AGREEMENT AND PLAN OF MERGER DATED AS OF FEBRUARY 23, 2004 BY AND AMONG HEALTH CARE HORIZONS, INC., MOLINA HEALTHCARE, INC., MOLINA NM ACQUISITION CORP. AND CERTAIN SHAREHOLDERS OF HEALTH CARE HORIZONS, INC.Agreement and Plan of Merger • February 23rd, 2004 • Molina Healthcare Inc • Hospital & medical service plans • California
This AGREEMENT AND PLAN OF MERGER, dated as of February 23, 2004 (this “Agreement”), is made and entered into by and among Health Care Horizons, Inc., a Michigan corporation (the “Company”), Molina Healthcare, Inc., a Delaware corporation (“Acquiror”), Molina NM Acquisition Corp., a Delaware corporation and wholly-owned subsidiary of Acquiror (along with any of its successors by operation of law or otherwise, “Merger Sub”), and the shareholders of the Company set forth on the signature pages hereto (the “Principal Shareholders”). Certain capitalized terms used herein are defined in Article XIV hereof.
