AMONGAgreement and Plan of Merger • May 25th, 1999 • Floss Acquisitions Corp • Hospital & medical service plans • Delaware
STOCKHOLDER AGREEMENT STOCKHOLDER AGREEMENT, dated as of May 19, 1999 (this "Agreement") by the undersigned stockholder (the "Stockholder") of First Commonwealth, Inc., a Delaware corporation (the "Company"), for the benefit of The Guardian Life...Stockholder Agreement • May 25th, 1999 • Floss Acquisitions Corp • Hospital & medical service plans • Delaware
Exhibit A Term SheetFloss Acquisitions Corp • May 25th, 1999 • Hospital & medical service plans
SECOND AMENDMENT TO RIGHTS AGREEMENT Second Amendment, dated as of May 19, 1999 (the "Amendment"), to the Rights Agreement, dated as of November 1, 1995, as amended by the First Amendment to the Rights Agreement, dated December 15, 1998 (as amended,...Rights Agreement • May 25th, 1999 • Floss Acquisitions Corp • Hospital & medical service plans • Delaware
OFFER TO PURCHASE FOR CASH ALL OF THE OUTSTANDING SHARES OF COMMON STOCK (INCLUDING THE ASSOCIATED PREFERRED STOCK PURCHASE RIGHTS), OF FIRST COMMONWEALTH, INC. AT $25.00 NET PER SHARE OF COMMON STOCK, BY FLOSS ACQUISITION CORP. A WHOLLY OWNED...Floss Acquisitions Corp • May 25th, 1999 • Hospital & medical service plans
STOCKHOLDERS RIGHTS AGREEMENT DATED AS OF NOVEMBER 1, 1995Stockholders Rights Agreement • May 25th, 1999 • Floss Acquisitions Corp • Hospital & medical service plans • Delaware
FIRST AMENDMENT TO STOCKHOLDERS RIGHTS AGREEMENT First Amendment, dated as of December 15, 1998 (the "Amendment"), to the Stockholders Rights Agreement, dated as of November 1, 1995 (the "Rights Agreement"), by and between First Commonwealth, Inc., a...Stockholders Rights Agreement • May 25th, 1999 • Floss Acquisitions Corp • Hospital & medical service plans • Delaware
s/ Christopher C. Multhauf ------------------------------ Christopher C. Multhauf Exhibit A Term SheetFloss Acquisitions Corp • May 25th, 1999 • Hospital & medical service plans
AgreementAgreement • May 25th, 1999 • Floss Acquisitions Corp • Hospital & medical service plans • Illinois
