GRH Holdings, L.L.C. Sample Contracts

AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER Dated as of August 10, 2004, among MILLSTREAM ACQUISITION CORPORATION, N MERGER L.L.C. and NATIONSHEALTH HOLDINGS, L.L.C.

Agreement and Plan of Merger • September 10th, 2004 • GRH Holdings, L.L.C. • Retail-drug stores and proprietary stores • Florida

• Contract Type
  Agreement and Plan of Merger
• Filed
  September 10th, 2004
• Company
  GRH Holdings, L.L.C.
• Industry
  Retail-drug stores and proprietary stores
• Jurisdiction
  Florida

AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER, dated as of August 10, 2004 (this “Agreement”), among MILLSTREAM ACQUISITION CORPORATION, a Delaware corporation (“Parent”), N MERGER L.L.C., a Florida limited liability company and a wholly owned subsidiary of Parent (“Sub”), and NATIONSHEALTH HOLDINGS, L.L.C., a Florida limited liability company (the “Company”).

REGISTRATION RIGHTS AGREEMENT

Registration Rights Agreement • September 10th, 2004 • GRH Holdings, L.L.C. • Retail-drug stores and proprietary stores • Delaware

• Contract Type
  Registration Rights Agreement
• Filed
  September 10th, 2004
• Company
  GRH Holdings, L.L.C.
• Industry
  Retail-drug stores and proprietary stores
• Jurisdiction
  Delaware

THIS REGISTRATION RIGHTS AGREEMENT, dated as of March 9, 2004, and amended as of June 2, 2004 (this “Agreement”), by and among MILLSTREAM ACQUISITION CORPORATION (to be renamed NationsHealth, Inc. at the Effective Time), a Delaware corporation (the “Company”), RGGPLS HOLDING, INC., a Florida corporation (“RGGPLS”), GRH HOLDINGS, L.L.C., a Florida limited liability company (“GRH”), and BECTON, DICKINSON AND COMPANY, a New Jersey corporation (“BD” and, together with RGGPLS and GRH, the “Stockholders”).

Contract

Stockholders Agreement • September 10th, 2004 • GRH Holdings, L.L.C. • Retail-drug stores and proprietary stores • Delaware

• Contract Type
  Stockholders Agreement
• Filed
  September 10th, 2004
• Company
  GRH Holdings, L.L.C.
• Industry
  Retail-drug stores and proprietary stores
• Jurisdiction
  Delaware

STOCKHOLDERS AGREEMENT, dated as of March 9, 2004, and amended as of June 2, 2004 (this “Agreement”), among MILLSTREAM ACQUISITION CORPORATION (to be renamed NationsHealth, Inc. at the Effective Time), a Delaware corporation (the “Company”), RGGPLS HOLDING, INC., a Florida corporation (“RGGPLS”), and GRH HOLDINGS, L.L.C., a Florida limited liability company (the “Specified Stockholder”).

RGGPLS Holding, Inc. 13650 N.W. 8th Street, Suite 109 Sunrise, FL 33325

GRH Holdings, L.L.C. • September 10th, 2004 • Retail-drug stores and proprietary stores • New York

• Company
  GRH Holdings, L.L.C.
• Filed
  September 10th, 2004
• Industry
  Retail-drug stores and proprietary stores
• Jurisdiction
  New York

Reference is made to the Amended and Restated Agreement and Plan of Merger dated as of August 10, 2004, among Parent, Sub, and the Company (the “Merger Agreement”). Capitalized terms used herein without definitions have the meanings assigned to them in the Merger Agreement.

JOINT FILING AGREEMENT

Joint Filing Agreement • September 10th, 2004 • GRH Holdings, L.L.C. • Retail-drug stores and proprietary stores

• Contract Type
  Joint Filing Agreement
• Filed
  September 10th, 2004
• Company
  GRH Holdings, L.L.C.
• Industry
  Retail-drug stores and proprietary stores

In accordance with Rule 13d-1(k) under the Securities and Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of them of a statement on Schedule 13D (including amendments thereto) with respect to the common stock, par value $.0001 per share, of NationsHealth, Inc., and further agree that this Joint Filing Agreement be included as Exhibit 1.