AGREEMENT AND PLAN OF MERGER by and among: LIGAND PHARMACEUTICALS INCORPORATED, a Delaware corporation; MOONSTONE ACQUISITION, INC., a Delaware corporation; METABASIS THERAPEUTICS, INC., a Delaware corporation; and DAVID F. HALE, as Stockholders’...Agreement and Plan of Merger • October 28th, 2009 • Ligand Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
THIS AGREEMENT AND PLAN OF MERGER (“Agreement”) is made and entered into as of October 26, 2009, by and among LIGAND PHARMACEUTICALS INCORPORATED, a Delaware corporation (“Parent”); MOONSTONE ACQUISITION, INC., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”); METABASIS THERAPEUTICS, INC., a Delaware corporation (the “Company”); and DAVID F. HALE as Stockholders’ Representative (the “Stockholders’ Representative”). Capitalized terms used but not otherwise defined in this Agreement shall have the meanings given to them in Article I.
VOTING AGREEMENTVoting Agreement • October 28th, 2009 • Ligand Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
THIS VOTING AGREEMENT (this “Agreement”), is made and entered into on and as of October 26, 2009, by and between LIGAND PHARMACEUTICALS INCORPORATED, a Delaware corporation (“Parent”), and the undersigned stockholder (“Stockholder”) of METABASIS THERAPEUTICS, INC., a Delaware corporation (the “Company”).
