AGREEMENT AND PLAN OF MERGER by and among MIMEDX GROUP, INC., TITAN ACQUISITION SUB I, INC., TITAN ACQUISITION SUB II, LLC, STABILITY INC., CERTAIN STOCKHOLDERS OF STABILITY INC. andAgreement and Plan of Merger • January 13th, 2016 • Mimedx Group, Inc. • Surgical & medical instruments & apparatus • Georgia
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), is made and entered into as of January 10, 2016, by and among MiMedx Group, Inc., a Florida corporation (“Parent”), Titan Acquisition Sub I, Inc., a Florida corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), Titan Acquisition Sub II, LLC, a Georgia limited liability company and a wholly-owned subsidiary of Parent (“Merger Sub II” and, together with Merger Sub, “Merger Subs”), Stability Inc., a Florida corporation (the “Company”), certain of the stockholders of the Company as set forth on the signature pages hereto, and Brian Martin, as stockholder representative (in such capacity, the “Stockholder Representative”).
FIRST AMENDMENTFirst Amendment • January 13th, 2016 • Mimedx Group, Inc. • Surgical & medical instruments & apparatus • New York
THIS FIRST AMENDMENT (this “Amendment”) dated as of January 10, 2016 to the Credit Agreement referenced below is by and among MIMEDX GROUP, INC., a Florida corporation (the “Borrower”), the Guarantors identified on the signature pages hereto, the Lenders identified on the signature pages hereto and BANK OF AMERICA, N.A., in its capacity as administrative agent (in such capacity, the “Administrative Agent”).
