FORM OF SHAREHOLDER TENDER AGREEMENTShareholder Tender Agreement • August 12th, 2010 • Endo Pharmaceuticals Holdings Inc • Pharmaceutical preparations • Delaware
SHAREHOLDER TENDER AGREEMENT (this “Agreement”), dated as of August 9, 2010, is by and among Endo Pharmaceuticals Holdings Inc., a Delaware corporation (“Parent”), West Acquisition Corp., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”) and (“Shareholder”).
SIXTH AMENDMENTSixth Amendment • August 12th, 2010 • Endo Pharmaceuticals Holdings Inc • Pharmaceutical preparations • New York
This Sixth Amendment (the “Sixth Amendment”), dated as of August 9, 2010, but effective as set forth in Paragraph 10 below, to the Amended and Restated Strategic Alliance Agreement (as amended) is entered into by and between PENWEST PHARMACEUTICALS CO., a corporation organized and existing under the laws of the State of Washington, with its principal place of business at 39 Old Ridgebury Road, Danbury, Connecticut 06810 (“Penwest”), and ENDO PHARMACEUTICALS INC., a corporation organized and existing under the laws of the State of Delaware, with its principal place of business at 100 Painters Drive, Chadds Ford, Pennsylvania 19317 (“Endo”) (each, a “Party” and collectively, the “Parties”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG ENDO PHARMACEUTICALS HOLDINGS INC. WEST ACQUISITION CORP. AND PENWEST PHARMACEUTICALS CO. DATED AS OF AUGUST 9, 2010Agreement and Plan of Merger • August 12th, 2010 • Endo Pharmaceuticals Holdings Inc • Pharmaceutical preparations • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of August 9, 2010, is by and among Endo Pharmaceuticals Holdings Inc., a Delaware corporation (“Parent”), West Acquisition Corp., a Delaware corporation and an indirect, wholly-owned Subsidiary of Parent (“Merger Sub”), and Penwest Pharmaceuticals Co., a Washington corporation (the “Company”).
