AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among MGI PHARMA, INC., MGIP ACQUISITION CORP., AESGEN, INC., AND THE EQUITYHOLDERS’ REPRESENTATIVE Dated as of August 30, 2004Escrow Agreement • October 1st, 2004 • Mgi Pharma Inc • Pharmaceutical preparations • Delaware
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION, dated as of August 30, 2004 (this “Agreement”), among MGI PHARMA, INC., a Minnesota corporation (“Parent”), MGIP ACQUISITION CORP., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), AESGEN, INC., a Delaware corporation (the “Company”) and Timothy I. Maudlin, in his capacity as Equityholders’ Representative (as defined in Section 11.01 hereof and solely for purposes thereof).
