AGREEMENT AND PLAN OF MERGER among: SEQUENOM, INC., a Delaware corporation; LABORATORY CORPORATION OF AMERICA HOLDINGS, a Delaware corporation; and SAVOY ACQUISITION CORP., a Delaware corporation Dated as of July 26, 2016Merger Agreement • July 27th, 2016 • Sequenom Inc • Measuring & controlling devices, nec • Delaware
THIS AGREEMENT AND PLAN OF MERGER (“Agreement”) is made and entered into as of July 26, 2016, by and among: LABORATORY CORPORATION OF AMERICA HOLDINGS, a Delaware corporation (“Parent”); SAVOY ACQUISITION CORP., a Delaware corporation and a wholly owned subsidiary of Parent (“Purchaser”); and SEQUENOM, INC., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
AMENDMENT NO. 1 TO RIGHTS AGREEMENTRights Agreement • July 27th, 2016 • Sequenom Inc • Measuring & controlling devices, nec • Delaware
This Amendment No. 1 to Rights Agreement (the “Amendment”), dated as of July 26, 2016, to the Rights Agreement (as amended from time to time, the “Rights Agreement”), dated as of March 3, 2009, between Sequenom, Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC (the “Rights Agent”), is being executed at the direction of the Company. Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to such terms in the Rights Agreement.
