AGREEMENT AND PLAN OF MERGER by and among PHARMACEUTICAL RESEARCH ASSOCIATES, INC., SKYHOOK MERGER SUB, INC., SYMPHONY HEALTH SOLUTIONS CORPORATION, and STG III, L.P., SOLELY IN THE CAPACITY AS SELLERS REPRESENTATIVE Dated as of August 3, 2017Agreement and Plan of Merger • August 7th, 2017 • PRA Health Sciences, Inc. • Services-commercial physical & biological research • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of August 3, 2017, is by and among Symphony Health Solutions Corporation, a Delaware corporation (the “Company”), Pharmaceutical Research Associates, Inc., a Virginia corporation (“Parent”), Skyhook Merger Sub, Inc., a newly formed Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”), and STG III, L.P., a Delaware limited partnership, solely in its capacity as the representative of the Stockholders and holders of the Company Stock Options pursuant to the provisions of this Agreement (the “Sellers Representative”). The Stockholders and holders of the Company Stock Options are collectively referred to from time to time herein as the “Sellers,” and each, individually, as a “Seller.” Each of the Company, Parent, Merger Sub and Sellers Representative are collectively referred to from time to time herein as the “Parties,” and each, individually, as a “Party.” Certain capitalized terms used herein have the r
