AGREEMENT AND PLAN OF MERGER among GCA II ACQUISITION CORP., a Delaware Corporation, SECURLINX ACQUISITION CORP., a Delaware Corporation, SECURLINX HOLDING CORP., a Delaware Corporation, and BARRY L. HODGE, an Individual Dated: August 18, 2008Merger Agreement • August 21st, 2008 • Gca Ii Acquisition Corp • Blank checks • New York
Contract Type FiledAugust 21st, 2008 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER, dated as of August 18, 2008 (this “Agreement”), among GCA II Acquisition Corp., a Delaware corporation (“Parent”), SecurLinx Acquisition Corp., a Delaware corporation and a direct, wholly-owned Subsidiary of Parent (“Merger Sub”), SecurLinx Holding Corp., a Delaware corporation (the “Company”) and Barry L. Hodge, the President, Chief Executive Officer, and a majority shareholder of the Company (the “Company Principal Stockholder”) (Parent, Merger Sub, Company, and the Company Principal Stockholder may hereinafter be referred to individually as a “Party” or collectively as the “Parties”).
VOTING AND LOCK-UP AGREEMENTVoting and Lock-Up Agreement • August 21st, 2008 • Gca Ii Acquisition Corp • Blank checks • Delaware
Contract Type FiledAugust 21st, 2008 Company Industry JurisdictionThis Voting and Lock-Up Agreement (this “Agreement”) is made as of August 18, 2008, by and between GCA II Acquisition Corp., a Delaware corporation (“Parent”) and Barry L. Hodge, a principal stockholder of SecurLinx Holding Corp., a Delaware corporation (the “Company”)(the “Company Principal Stockholder”).