Common Contracts

TRANSACTION AGREEMENT AND PLAN OF MERGER

Transaction Agreement and Plan of Merger • October 12th, 2021 • Emerson Electric Co • Electronic & other electrical equipment (no computer equip) • Delaware

• Contract Type
  Transaction Agreement and Plan of Merger
• Filed
  October 12th, 2021
• Company
  Emerson Electric Co
• Industry
  Electronic & other electrical equipment (no computer equip)
• Jurisdiction
  Delaware

AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of October 10, 2021 among Aspen Technology, Inc., a Delaware corporation (“Aspen”), Emerson Electric Co., a Missouri corporation (“Emerson”), EMR Worldwide Inc., a Delaware corporation and a wholly owned subsidiary of Emerson (“Emerson Sub”), Emersub CX, Inc., a Delaware corporation and a wholly owned subsidiary of Emerson (“Newco”), and Emersub CXI, Inc., a Delaware corporation and a wholly owned subsidiary of Newco (“Merger Subsidiary”).

TRANSACTION AGREEMENT AND PLAN OF MERGER dated as of October 10, 2021 among ASPEN TECHNOLOGY, INC., EMERSON ELECTRIC CO., EMR WORLDWIDE INC., EMERSUB CX, INC., and EMERSUB CXI, INC.

Transaction Agreement and Plan of Merger • October 12th, 2021 • Aspen Technology Inc /De/ • Services-computer programming services • Delaware

• Contract Type
  Transaction Agreement and Plan of Merger
• Filed
  October 12th, 2021
• Company
  Aspen Technology Inc /De/
• Industry
  Services-computer programming services
• Jurisdiction
  Delaware

WHEREAS, pursuant to that certain Transaction Agreement and Plan of Merger, dated as of October 10, 2021, among Emerson Parent, Aspen Technology, Inc., a Delaware corporation (“Old Aspen Tech”), the Company, Emersub CXI, Inc., a Delaware corporation, and Emerson (as amended from time to time, the “Transaction Agreement”), Emerson Parent and Old Aspen Tech combined the Echo Business (as defined in the Transaction Agreement) with Old Aspen Tech and effected the Transactions (as defined herein);