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 7th, 2009 • Endo Pharmaceuticals Holdings 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 7th, 2009 • Endo Pharmaceuticals Holdings 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”).
AMENDMENT TO THE AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • January 7th, 2009 • Endo Pharmaceuticals Holdings Inc • Pharmaceutical preparations • Delaware
Amendment, dated as of January 7, 2009 (this “Amendment”), to the Agreement and Plan of Merger (the “Agreement”), dated as of January 5, 2009, 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 OCTREOTIDE CONTINGENT CASH CONSIDERATION AGREEMENT by and between ENDO PHARMACEUTICALS HOLDINGS INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY as Paying Agent Dated as of [ ], 2009Octreotide Contingent Cash Consideration Agreement • January 7th, 2009 • Endo Pharmaceuticals Holdings 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”).
