AGREEMENT AND PLAN OF MERGER by and among OTSUKA PHARMACEUTICAL CO., LTD., BIGARADE CORPORATION and AVANIR PHARMACEUTICALS, INC. Dated as of December 1, 2014Agreement and Plan of Merger • December 2nd, 2014 • Avanir Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
Company Share, net to the holder thereof, subject to reduction for any applicable withholding taxes payable in respect thereof, in cash (such amount, or any higher amount per Company Share that may be paid pursuant to the Offer, being hereinafter referred to as the “Offer Price”), all upon the terms and subject to the conditions set forth herein;
