1) It's been reported by Dreger (in the video up in this thread) that Pesce does not have SJ on his trade list, so he can't be traded there without him approving. Not sure why he'd approve to go from a cup contender to a bottom dweller. That doesn't mean Carolina can't trade Pesce somewhere else and then use those assets to send to SJ though.
2) I would think that the Ducks would want more than a 2nd round pick to retain 50% for 4 more years. If it was 1 year, then yeah, a mid-late round pick would suffice, but 4 years of a high dollar contract is a lot to ask of a team for only a 2nd.