AGREEMENT AND PLAN OF MERGER AND REORGANIZATION by and among THERMAGE, INC., RELAY ACQUISITION COMPANY, LLC, and RELIANT TECHNOLOGIES, INC., AND, WITH RESPECT TO ARTICLES VIII AND X ONLY, STEVEN MENDELOW AS SECURITYHOLDER REPRESENTATIVE AND U.S. BANK...Agreement and Plan of Merger and Reorganization • July 11th, 2008 • Thermage Inc • Electromedical & electrotherapeutic apparatus • Delaware
THIS AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Agreement”) is made and entered into as of July 7, 2008 by and among Thermage, Inc., a Delaware corporation (“Thermage”), Relay Acquisition Company, LLC, a Delaware limited liability company and a wholly owned subsidiary of Thermage (“Merger Sub II”), Reliant Technologies, Inc., a Delaware corporation (“Reliant”) and with respect to Articles VIII and X only, Steven Mendelow as Securityholder Representative and U.S. Bank National Association as Escrow Agent.
