AGREEMENT AND PLAN OF MERGER by and among SANOFI-AVENTIS STAR 2010, INC. and BMP SUNSTONE CORPORATION Dated as of October 28, 2010Merger Agreement • November 2nd, 2010 • BMP Sunstone CORP • Wholesale-drugs, proprietaries & druggists' sundries • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of October 28, 2010 (this “Agreement”), by and among sanofi-aventis, a French société anonyme (“Parent”), Star 2010, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and BMP Sunstone Corporation, a Delaware corporation (the “Company”). Parent, Merger Sub and the Company are sometimes referred to individually in this Agreement as a “Party” and collectively as the “Parties.”
