AGREEMENT AND PLAN OF MERGER By and Among ENDO INTERNATIONAL PLC, ENDO LIMITED, ENDO HEALTH SOLUTIONS INC., BANYULS LIMITED, HAWK ACQUISITION ULC PAR PHARMACEUTICAL HOLDINGS, INC., and SHAREHOLDER REPRESENTATIVE SERVICES LLC (solely in its capacity as...Agreement and Plan of Merger • May 21st, 2015 • Endo International PLC • Pharmaceutical preparations • New York
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of May 18, 2015, by and among Par Pharmaceutical Holdings, Inc., a Delaware corporation (the “Company”), Endo International plc, a public limited company incorporated under the laws of Ireland (“Parent”), Endo Health Solutions Inc., a Delaware corporation (“EHSI”), Endo Limited, a private limited company incorporated under the laws of Ireland (“Irish Holdco”), Banyuls Limited (in the process of changing its name to Hawk Acquisition Ireland Limited), a private limited company incorporated under the laws of Ireland (“Buyer”), Hawk Acquisition ULC, a Bermudian unlimited liability company (“Merger Sub”), and Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as the Stakeholder Representative (as defined herein).
SHAREHOLDERS AGREEMENT dated as of May 18, 2015 by and among ENDO INTERNATIONAL PLC, and THE SHAREHOLDERS ON THE SIGNATURE PAGES HERETOShareholders Agreement • May 21st, 2015 • Endo International PLC • Pharmaceutical preparations • Delaware
This SHAREHOLDERS AGREEMENT is dated as of May 18, 2015 (this “Agreement”), by and among Endo International plc, a public limited company incorporated under the laws of Ireland (the “Parent”) and the shareholders of Parent set forth on the signature pages hereto (collectively, the “Shareholders”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 21st, 2015 • Endo International PLC • Pharmaceutical preparations • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of this 18th day of May, 2015 by and among Endo International plc, a public limited company incorporated under the laws of Ireland (“Parent”), and certain persons listed on Schedule A hereto (such persons, in their capacity as holders of Registrable Securities (as defined below), the “Holders” and each a “Holder”).
