AGREEMENT AND PLAN OF MERGER among Viking Systems, Inc., CONMED Corporation and Arrow Merger Corporation Dated as of August 13, 2012Agreement and Plan of Merger • August 14th, 2012 • Conmed Corp • Electromedical & electrotherapeutic apparatus • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of August 13, 2012, is by and among Viking Systems, Inc., a Delaware corporation (the “Company”), CONMED Corporation, a New York corporation (“Parent”), and Arrow Merger Corporation, a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”).
TENDER AND VOTING AGREEMENTTender and Voting Agreement • August 14th, 2012 • Conmed Corp • Electromedical & electrotherapeutic apparatus • Delaware
THIS TENDER AND VOTING AGREEMENT, dated as of August 13, 2012 (this “Agreement”), is entered into by and among CONMED Corporation, a New York corporation (“Parent”), Arrow Merger Corporation, a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and the other persons and/or entities whose names are set forth on the signature pages hereto (collectively, the “Holders” and each individually, a “Holder”).
