MERGER AGREEMENT AND PLAN OF REORGANIZATION BY AND AMONG PAINCARE HOLDINGS, INC., PAINCARE ACQUISITION COMPANY XI, INC., DYNAMIC REHABILITATION CENTERS, INC. AND JEFFREY M. WAYNE, INDIVIDUALLY AND AS TRUSTEE OF THE JEFFREY M. WAYNE TRUST AND MICHAEL...Merger Agreement and Plan of Reorganization • June 9th, 2004 • Paincare Holdings Inc • Services-misc health & allied services, nec • Florida
THIS MERGER AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made and entered into effective the 1st day of June, 2004 (the “Execution Date”) by and among PAINCARE HOLDINGS, INC., a Florida corporation (“PainCare”), PAINCARE ACQUISITION COMPANY XI, INC., a Florida corporation (“Subsidiary”), in which PainCare and the Subsidiary are sometimes referred to herein as the “Acquiring Companies”, and DYNAMIC REHABILITATION CENTERS, INC., a Michigan corporation (the “Company”), and JEFFREY M. WAYNE, INDIVIDUALLY AND AS TRUSTEE OF THE JEFFREY M. WAYNE TRUST, AND MICHAEL WAYNE, INDIVIDUALLY AND AS TRUSTEE OF THE MICHAEL WAYNE TRUST (each, a “Shareholder;” collectively, the “Shareholders”), in which the Company and the Shareholders are sometimes referred to herein as the “Sellers.” PainCare, Subsidiary, the Company and the Shareholders are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
