ContractExclusivity Arrangement • May 19th, 2010 • Endo Pharmaceuticals Holdings Inc • Pharmaceutical preparations
CONFIDENTIALITY AGREEMENTConfidentiality Agreement • May 19th, 2010 • Endo Pharmaceuticals Holdings Inc • Pharmaceutical preparations • Pennsylvania
THIS AGREEMENT is entered into as of March 2, 2010 and is effective upon the date of first disclosure or signing, which ever occurs first, between Endo Pharmaceuticals Inc., whose main offices are located at 100 Endo Boulevard, Chadds Ford, Pennsylvania 19317, for itself and its subsidiaries Endo Pharmaceuticals Solutions Inc. and Endo Pharmaceuticals Valera Inc., each of which shall be bound by this Agreement as if each had separately executed this Agreement, (collectively “Endo”), and HealthTronics, Inc., located at 9825 Spectrum Dr. , Bldg. 3, Austin, TX 78717.
Offer to Purchase All Outstanding Shares of Common Stock of HealthTronics, Inc. at $4.85 Net Per Share in Cash by HT Acquisition Corp. a direct wholly-owned subsidiary of Endo Pharmaceuticals Holdings Inc.Offer to Purchase • May 19th, 2010 • Endo Pharmaceuticals Holdings Inc • Pharmaceutical preparations
HT Acquisition Corp., a Georgia corporation (“Purchaser”), is offering to purchase all outstanding shares of common stock, without par value (“Shares”), of HealthTronics, Inc., a Georgia corporation (“HealthTronics”), at a price of $4.85 per Share, net to the seller in cash (less any required withholding taxes and without interest) (the “Offer Price”), upon the terms and subject to the conditions set forth in this Offer to Purchase (together with any amendments or supplements hereto, this “Offer to Purchase”) and in the related Letter of Transmittal (together with any amendments or supplements thereto, the “Letter of Transmittal” and, together with this Offer to Purchase, the “Offer”). The Offer is being made in connection with the Agreement and Plan of Merger, dated as of May 5, 2010 (together with any amendments or supplements thereto, the “Merger Agreement”), by and among HealthTronics, Endo Pharmaceuticals Holdings Inc., a Delaware corporation and our direct parent (“Endo”), and Pu
