EXHIBIT 2.1
January 10, 2003
Meramec Enterprise Holdings, LLC
c/o Enterprise Financial Services Corp.
Attn: Xxxxx X. Xxxxxxx
000 Xxxxx Xxxxxxx
Xx. Xxxxx, Xxxxxxxx 00000
Dear Xxxxx:
This will confirm our agreement and understanding relating to the purchase by
Meramec Enterprise Holdings LLC ("Meramec") of 185,200 shares (the "Shares") of
the common stock of Enterprise Financial Services Corp. ("EFSC"), at a price of
$13.00 per share effective as of the date hereof; from accounts allocated as
follows:
a. 45,540 Shares from Xxxxxxxxx Xxxxx Trust
b. 139,660 Shares from Xxxxx Family Limited Partnership
Payment in respect of the purchase of the Shares shall be made in a single
installment due on January 16, 2003, and shall be made by wire transfer as
instructed by the undersigned (or, in the absence of such instructions,
deposited in the account of the undersigned at Enterprise Trust, Clayton,
Missouri, as agent for the respective sellers). Upon execution and delivery of
this agreement by Xxxxxxx, the undersigned will deliver, or cause to be
delivered, on behalf of the respective sellers the Shares to an account for the
benefit of Meramec at a broker or bank participating in DTC book entry
registration. The Shares so delivered shall be free and clear from any and all
liens or restrictions on transfer.
If the foregoing correctly reflects your understanding of our agreements
relating to the Shares please execute a copy of this letter in the space
provided below and return such an executed agreement to the undersigned.
Yours very truly,
/s/ XXXX XXXXX /s/ XXXXXXXXX XXXXX
------------------------ -----------------------
Xxxx Xxxxx, XX Xxxxx FLP Xxxxxxxxx Xxxxx, TTEE
65 Galena #206 C 65 Galena #000 X
Xxxxxx, XX 00000 Frisco, CO 80443
Accepted and agreed, this
___ day of January 2003:
Meramec Enterprise Holdings, LLC
By /s/ XXXXX X. XXXXXXX
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Xxxxx X. Xxxxxxx, Manager