December 17, 2012 Allergan, Inc. Irvine, CA 92612-1599 Attention: David M. Lawrence Re: Confidentiality Agreement Ladies and Gentlemen:Confidentiality Agreement • January 31st, 2013 • MAP Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
In connection with your consideration of a possible transaction with or involving (a “Possible Transaction”) MAP Pharmaceuticals, Inc. and/or its subsidiaries, affiliates or divisions (collectively, with such subsidiaries, affiliates and divisions, the “Company”), the Company is prepared to make available to you and your Representatives (as hereinafter defined) certain information concerning the business, products, markets, condition (financial or other), operations, assets, liabilities, results of operations, cash flows and prospects of the Company. As a condition to such information being furnished to you and your Representatives, you agree that you shall, and shall cause your Representatives to, treat the Evaluation Material (as hereinafter defined) in accordance with the provisions of this letter agreement and take or abstain from taking certain other actions as set forth herein. The term “Representatives” shall include your officers, directors, employees, outside legal counsel, ac
January 31, 2013Merger Agreement • January 31st, 2013 • MAP Pharmaceuticals, Inc. • Pharmaceutical preparations
We are pleased to inform you that on January 22, 2013, MAP Pharmaceuticals, Inc. (the “Company”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Allergan, Inc. (“Allergan”) and Groundhog Acquisition, Inc. (“Purchaser”), a wholly-owned subsidiary of Allergan, pursuant to which Purchaser is commencing a tender offer today to purchase all of the outstanding shares of the Company’s common stock for $25.00 per share in cash, without interest and less any required withholding taxes.
