Agreement and Plan of Merger and Arrangement Sample Contracts

AGREEMENT AND PLAN OF MERGER AND ARRANGEMENT AMONG TRIBUTE PHARMACEUTICALS CANADA INC., AGUONO LIMITED, TRAFWELL LIMITED, ARLZ US ACQUISITION CORP., ARLZ CA ACQUISITION CORP., AND POZEN INC. June 8, 2015

Agreement and Plan of Merger and Arrangement • June 12th, 2015 • Tribute Pharmaceuticals Canada Inc. • Pharmaceutical preparations • Delaware

• Contract Type
  Agreement and Plan of Merger and Arrangement
• Filed
  June 12th, 2015
• Company
  Tribute Pharmaceuticals Canada Inc.
• Industry
  Pharmaceutical preparations
• Jurisdiction
  Delaware

THIS AGREEMENT is made as of June 8, 2015 among Tribute Pharmaceuticals Canada Inc., a corporation incorporated under the laws of the Province of Ontario (“Tribute”), Aguono Limited, a private limited company incorporated in Ireland with registered number 561617 having its registered office at 25-28 North Wall Quay, Dublin 1, Ireland (“Parent”), Trafwell Limited, a private limited company incorporated in Ireland with registered number 561618 having its registered office at 25-28 North Wall Quay, Dublin 1, Ireland (“Ltd2”), ARLZ US Acquisition Corp., a corporation incorporated under the laws of the State of Delaware and a wholly-owned indirect subsidiary of Parent (“US Merger Sub”), ARLZ CA Acquisition Corp., a corporation incorporated under the laws of the Province of Ontario and a wholly-owned indirect subsidiary of Parent (“Can Merger Sub”) and POZEN Inc., a corporation incorporated under the laws of the State of Delaware (“Pozen”).