AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • March 19th, 2007 • New M-Flex Holding CORP • Printed circuit boards
This AGREEMENT AND PLAN OF MERGER (the “Plan”), dated as of _______________, 2007, by and among Multi-Fineline Electronix, Inc., a Delaware corporation (“M-Flex” and after the Effective Time (as defined in Section 10 below), the “Surviving Corporation”), New M-Flex Holding Corporation, a Delaware corporation and the direct subsidiary of M-Flex (“New M-Flex”), and Transco Inc., a Delaware corporation and indirect subsidiary of M-Flex and direct subsidiary of New M-Flex (“Merger Sub”), sets forth the terms of the merger (the “Merger”) of Merger Sub into M-Flex. The Merger will effect the holding company reorganization of M-Flex pursuant to which M-Flex will become a wholly owned subsidiary of New M-Flex.
