MASTER TRANSACTION AGREEMENT dated as of October 25, 2006 by and among AMERISOURCEBERGEN CORPORATION, PHARMERICA, INC., KINDRED HEALTHCARE, INC., KINDRED PHARMACY SERVICES, INC., KINDRED HEALTHCARE OPERATING, INC., SAFARI HOLDING CORPORATION, HIPPO...Master Transaction Agreement • October 30th, 2006 • Kindred Healthcare, Inc • Services-nursing & personal care facilities • New York
Contract Type FiledOctober 30th, 2006 Company Industry JurisdictionTHIS MASTER TRANSACTION AGREEMENT (this “Agreement”), dated as of October 25, 2006, is by and among AmerisourceBergen Corporation, a Delaware corporation (“Hippo”), PharMerica, Inc., a Delaware corporation and wholly-owned subsidiary of Hippo (“HippoRx”), Kindred Healthcare, Inc., a Delaware corporation (“Rhino”), Kindred Healthcare Operating, Inc., a Delaware corporation and wholly-owned subsidiary of Rhino (“Rhino Parent Sub”), Kindred Pharmacy Services, Inc., a Delaware corporation and wholly-owned subsidiary of Rhino Parent Sub (“RhinoRx”), Safari Holding Corporation, a Delaware corporation (“Newco”), Hippo Merger Corporation, a Delaware corporation and wholly-owned subsidiary of Newco (“Hippo Merger Sub”), and Rhino Merger Corporation, a Delaware corporation and wholly-owned subsidiary of Newco (“Rhino Merger Sub”).
TAX MATTERS AGREEMENT by and among AMERISOURCEBERGEN CORPORATION, PHARMERICA, INC., KINDRED HEALTHCARE, INC., KINDRED PHARMACY SERVICES, INC., SAFARI HOLDING CORPORATION, October 25, 2006Tax Matters Agreement • October 30th, 2006 • Kindred Healthcare, Inc • Services-nursing & personal care facilities • Delaware
Contract Type FiledOctober 30th, 2006 Company Industry JurisdictionTHIS TAX MATTERS AGREEMENT (this “Agreement”) is made and entered into as of the 25th day of October, 2006, by and among AmerisourceBergen Corporation, a Delaware corporation (“Hippo”), PharMerica, Inc., a Delaware corporation and wholly-owned subsidiary of Hippo (“HippoRx”), Kindred Healthcare, Inc., a Delaware corporation (“Rhino”), Kindred Pharmacy Services, Inc., a Delaware corporation and an indirect wholly-owned subsidiary of Rhino (“RhinoRx”), and Safari Holding Corporation, a Delaware corporation (“Newco” and, together with Hippo. HippoRx, Rhino and RhinoRx, the “Parties”), in each case on behalf of itself and its Affiliates.