Common Contracts

12 similar Merger Agreement contracts by Blount International Inc, Cellular Biomedicine Group, Inc., Commscope Inc, others

AGREEMENT AND PLAN OF MERGER by and among CYCLADES PARENT, INC., CYCLADES MERGER SUB, INC. GCP APPLIED TECHNOLOGIES INC. and COMPAGNIE DE SAINT-GOBAIN S.A. (solely for purposes of Section 8.13) Dated as of December 5, 2021
Merger Agreement • December 7th, 2021 • GCP Applied Technologies Inc. • Chemicals & allied products • Delaware

This AGREEMENT AND PLAN OF MERGER, dated as of December 5, 2021 (this “Agreement”), is made by and among Cyclades Parent, Inc., a Delaware corporation (“Parent”), Cyclades Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), GCP Applied Technologies Inc., a Delaware corporation (the “Company”) and, solely for purposes of Section 8.13, Compagnie de Saint-Gobain S.A., a société anonyme organized under the laws of France (the “Guarantor”). All capitalized terms used in this Agreement shall have the meanings assigned to such terms in Section 8.4 or as otherwise defined elsewhere in this Agreement unless the context clearly indicates otherwise.

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AGREEMENT AND PLAN OF MERGER dated as of September 27, 2021 among KRATON CORPORATION, DL CHEMICAL CO., LTD., DLC US HOLDINGS, INC. and DLC US, INC.
Merger Agreement • September 27th, 2021 • Kraton Corp • Plastic materials, synth resins & nonvulcan elastomers • Delaware

This AGREEMENT AND PLAN OF MERGER (this “Agreement”), is entered into as of September 27, 2021, by and among Kraton Corporation, a Delaware corporation (the “Company”), DL Chemical Co., Ltd., a company organized under the laws of the Republic of Korea (“Parent”), DLC US Holdings, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Intermediate Merger Subsidiary”), and DLC US, Inc., a Delaware corporation and a wholly owned Subsidiary of Intermediate Merger Subsidiary (“Merger Subsidiary”).

AGREEMENT AND PLAN OF MERGER by and among MADEIRA HOLDINGS, LLC, MADEIRA MERGER SUBSIDIARY, INC. and MARLIN BUSINESS SERVICES CORP. Dated as of April 18, 2021
Merger Agreement • April 20th, 2021 • Marlin Business Services Corp • State commercial banks • Delaware

This AGREEMENT AND PLAN OF MERGER, dated as of April 18, 2021 (this “Agreement”), is entered into by and among Madeira Holdings, LLC, a Delaware limited liability company (“Parent”), Madeira Merger Subsidiary, Inc., a Pennsylvania corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and Marlin Business Services Corp., a Pennsylvania corporation (the “Company”).

AGREEMENT AND PLAN OF MERGER among Cellular Biomedicine Group, Inc., CBMG Holdings and CBMG Merger Sub Inc. Dated as of August 11, 2020
Merger Agreement • August 12th, 2020 • Cellular Biomedicine Group, Inc. • Biological products, (no disgnostic substances) • Delaware

This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of August 11, 2020, is entered into by and among Cellular Biomedicine Group, Inc., a Delaware corporation (the “Company”), CBMG Holdings, an exempted company with limited liability incorporated under the laws of the Cayman Islands (“Parent”), and CBMG Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”). All capitalized term used in this Agreement shall have the meaning ascribed to them in Annex A hereto.

AGREEMENT AND PLAN OF MERGER among
Merger Agreement • February 23rd, 2016 • Newport Corp • Laboratory apparatus & furniture • Nevada

AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of February 22, 2016, between MKS INSTRUMENTS, INC., a Massachusetts corporation (“Parent”), PSI EQUIPMENT, INC., a Nevada corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and NEWPORT CORPORATION, a Nevada corporation (the “Company”).

AGREEMENT AND PLAN OF MERGER among BLOUNT INTERNATIONAL, INC. ASP BLADE INTERMEDIATE HOLDINGS, INC. and ASP BLADE MERGER SUB, INC. Dated as of December 9, 2015
Merger Agreement • December 10th, 2015 • Blount International Inc • Cutlery, handtools & general hardware • New York

AGREEMENT AND PLAN OF MERGER (hereinafter called this “Agreement”), dated as of December 9, 2015, among Blount International, Inc., a Delaware corporation (the “Company”), ASP Blade Intermediate Holdings, Inc., a Delaware corporation (“Parent”), and ASP Blade Merger Sub, Inc., a newly formed Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub” or “Constituent Corporation”).

AGREEMENT AND PLAN OF MERGER
Merger Agreement • November 23rd, 2015 • Comtech Telecommunications Corp /De/ • Radio & tv broadcasting & communications equipment • New York

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of November 22, 2015, is made by and among Comtech Telecommunications Corp., a Delaware corporation (“Parent”), Typhoon Acquisition Corp., a Maryland corporation and a direct, wholly owned subsidiary of Parent (“Merger Sub”), and TeleCommunication Systems, Inc., a Maryland corporation (the “Company”). Parent, Merger Sub and the Company are referred to herein collectively as the “Parties.” Capitalized terms used in this Agreement and not otherwise defined herein shall have the respective meanings ascribed to such terms in Article 1.

AGREEMENT AND PLAN OF MERGER by and among COMTECH TELECOMMUNICATIONS CORP., TYPHOON ACQUISITION CORP. and
Merger Agreement • November 23rd, 2015 • Telecommunication Systems Inc /Fa/ • Services-prepackaged software • New York

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of November 22, 2015, is made by and among Comtech Telecommunications Corp., a Delaware corporation (“Parent”), Typhoon Acquisition Corp., a Maryland corporation and a direct, wholly owned subsidiary of Parent (“Merger Sub”), and TeleCommunication Systems, Inc., a Maryland corporation (the “Company”). Parent, Merger Sub and the Company are referred to herein collectively as the “Parties.” Capitalized terms used in this Agreement and not otherwise defined herein shall have the respective meanings ascribed to such terms in Article 1.

AGREEMENT AND PLAN OF MERGER by and among EXPEDIA, INC., XETA, INC. and ORBITZ WORLDWIDE, INC. Dated as of February 12, 2015
Merger Agreement • February 13th, 2015 • Orbitz Worldwide, Inc. • Transportation services • Delaware

This AGREEMENT AND PLAN OF MERGER, dated as of February 12, 2015 (this “Agreement”), is made by and among EXPEDIA, INC., a Delaware corporation (the “Parent”), XETA, INC., a Delaware corporation and an indirect wholly owned subsidiary of the Parent (the “Merger Sub”), and ORBITZ WORLDWIDE, INC., a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the meanings assigned to such terms in Section 8.4 or as otherwise defined elsewhere in this Agreement unless the context clearly indicates otherwise.

AGREEMENT AND PLAN OF MERGER by and among EXPEDIA, INC., XETA, INC. and ORBITZ WORLDWIDE, INC. Dated as of February 12, 2015
Merger Agreement • February 13th, 2015 • Expedia, Inc. • Transportation services • Delaware

This AGREEMENT AND PLAN OF MERGER, dated as of February 12, 2015 (this “Agreement”), is made by and among EXPEDIA, INC., a Delaware corporation (the “Parent”), XETA, INC., a Delaware corporation and an indirect wholly owned subsidiary of the Parent (the “Merger Sub”), and ORBITZ WORLDWIDE, INC., a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the meanings assigned to such terms in Section 8.4 or as otherwise defined elsewhere in this Agreement unless the context clearly indicates otherwise.

AGREEMENT AND PLAN OF MERGER among RUE21, INC., RHODES HOLDCO, INC. and RHODES MERGER SUB, INC. Dated as of May 23, 2013
Merger Agreement • May 24th, 2013 • Rue21, Inc. • Retail-apparel & accessory stores • Delaware

AGREEMENT AND PLAN OF MERGER (hereinafter called this “Agreement”), dated as of May 23, 2013, among rue21, inc., a Delaware corporation (the “Company”), Rhodes Holdco, Inc., a Delaware Corporation (“Parent”) and Rhodes Merger Sub, Inc., a newly formed Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”, with the Company and Merger Sub collectively referred to as the “Constituent Corporations”).

AGREEMENT AND PLAN OF MERGER AMONG COMMSCOPE, INC., CEDAR I HOLDING COMPANY, INC. AND CEDAR I MERGER SUB, INC. DATED AS OF OCTOBER 26, 2010
Merger Agreement • October 28th, 2010 • Commscope Inc • Radio & tv broadcasting & communications equipment • Delaware

NOTICE IS HEREBY GIVEN, pursuant to Section 4.10(c) of the First Supplemental Indenture (the “Supplemental Notes Indenture”), dated as of May 28, 2009, to the Subordinated Indenture, dated as of May 28, 2009, by and between CommScope, Inc. (the “Company”) and U.S. Bank National Association as Trustee, governing the 3.25% Senior Subordinated Convertible Notes due 2015 (the “Notes”) issued by the Company, that the Company has entered into a merger agreement with Cedar I Merger Sub, Inc. (“Merger Sub”), and Cedar I Holding Company, Inc., a Delaware corporation (“Parent”), pursuant to which Merger Sub will merge with and into the Company (the “Merger”). The Merger is expected to occur and become effective on [a date that is no earlier than] [—,] 2010 [and no later than [—,] 2010] (such date, the “Effective Time”). At the Effective Time, holders of record of common stock, par value $0.01 per share, of the Company (a “Common Share” or, collectively, the “Common Shares”) (other than (i) issue

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