AGREEMENT AND PLAN OF MERGER BY AND AMONG ARTHROCARE CORPORATION, OC MERGER SUB CORPORATION, OC ACQUISITION SUB LLC, OPUS MEDICAL, INC. AND JAMES W. HART AND STEVEN L. GEX, AS SHAREHOLDERS’ AGENTS DATED AS OF SEPTEMBER 3, 2004Merger Agreement • September 9th, 2004 • Arthrocare Corp • Electromedical & electrotherapeutic apparatus • California
THIS AGREEMENT AND PLAN OF MERGER, dated as of September 3, 2004 (this “Agreement”), is made by and among ArthroCare Corporation, a Delaware corporation (“Parent”), OC Merger Sub Corporation, a California corporation and a wholly owned subsidiary of Parent (“Merger Sub I”), OC Acquisition Sub LLC, a California limited liability company (“Merger Sub II” and, together with Merger Sub I, “Merger Subs”), Opus Medical, Inc., a California corporation (the “Company”), and for purposes of Articles 3, 8 and 11, James W. Hart and Steven L. Gex, as the Shareholders’ Agents (each, a “Shareholders’ Agent” and, together, the “Shareholders’ Agents”).
