AGREEMENT AND PLAN OF MERGER BY AND AMONG ENDO PHARMACEUTICALS HOLDINGS INC. BTB PURCHASER INC. AND INDEVUS PHARMACEUTICALS, INC. DATED AS OF JANUARY 5, 2009Merger Agreement • January 6th, 2009 • Indevus Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of January 5, 2009, is by and among Endo Pharmaceuticals Holdings Inc., a Delaware corporation (“Parent”), BTB Purchaser Inc. a Delaware corporation and a direct, wholly-owned Subsidiary of Parent (“Merger Sub”), and Indevus Pharmaceuticals, Inc., a Delaware corporation (the “Company”).
FORM OF NEBIDO CONTINGENT CASH CONSIDERATION AGREEMENT by and between ENDO PHARMACEUTICALS HOLDINGS INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY as Paying Agent Dated as of [ ], 2009Contingent Cash Consideration Agreement • January 6th, 2009 • Indevus Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
This NEBIDO CONTINGENT CASH CONSIDERATION AGREEMENT (this “Agreement”), dated as of [ ], 2009, is entered into by and between Endo Pharmaceuticals Holdings Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, as Paying Agent (the “Paying Agent”).
FORM OF OCTREOTIDE CONTINGENT CASH CONSIDERATION AGREEMENT by and between ENDO PHARMACEUTICALS HOLDINGS INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY as Paying Agent Dated as of [ ], 2009Contingent Cash Consideration Agreement • January 6th, 2009 • Indevus Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
This OCTREOTIDE CONTINGENT CASH CONSIDERATION AGREEMENT (this “Agreement”), dated as of [ ], 2009, is entered into by and between Endo Pharmaceuticals Holdings Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, as Paying Agent (the “Paying Agent”).
STOCKHOLDER TENDER AGREEMENTStockholder Tender Agreement • January 6th, 2009 • Indevus Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
