Common Contracts

25 similar Merger Agreement contracts by Pc Tel Inc, Concur Technologies Inc, Ares Management LLC, others

AGREEMENT AND PLAN OF MERGER by and among NANO DIMENSION LTD., NANO US II, INC. and MARKFORGED HOLDING CORPORATION Dated as of September 25, 2024
Merger Agreement • September 26th, 2024 • Markforged Holding Corp • Computer peripheral equipment, nec • Delaware

This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is dated as of September 25, 2024, by and among Markforged Holding Corporation, a Delaware corporation (the “Company”), Nano Dimension Ltd., an Israeli company (“Parent”), and Nano US II, Inc., a Delaware corporation (“Merger Sub” and together with the Company and Parent, the “parties”), which Merger Sub is a direct, wholly owned subsidiary of Nano Dimension USA Inc., a Delaware corporation and a direct, wholly owned subsidiary of Parent (“Nano USA”). Capitalized terms used but not otherwise defined herein shall have the meanings given to such terms in Section 9.2.

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AGREEMENT AND PLAN OF MERGER among BOSTON SCIENTIFIC CORPORATION, SADIE MERGER SUB, INC. and AXONICS, INC. Dated as of January 8, 2024
Merger Agreement • January 8th, 2024 • Boston Scientific Corp • Surgical & medical instruments & apparatus • Delaware

This AGREEMENT AND PLAN OF MERGER, dated as of January 8, 2024 (this “Agreement”), is by and among Boston Scientific Corporation, a Delaware corporation (“Parent”), Sadie Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and Axonics, Inc., a Delaware corporation (the “Company” and together with Parent and Merger Sub, collectively, the “parties” and each individually a “party”). All capitalized terms used in this Agreement will have the meanings assigned to such terms in Section 9.03 or as otherwise defined elsewhere in this Agreement.

AGREEMENT AND PLAN OF MERGER among AMPHENOL CORPORATION, HILLTOP MERGER SUB, INC. and PCTEL, INC. Dated as of October 13, 2023
Merger Agreement • October 17th, 2023 • Pc Tel Inc • Radio & tv broadcasting & communications equipment • Delaware

THIS AGREEMENT AND PLAN OF MERGER, dated as of October 13, 2023 (this “Agreement”), is made by and among Amphenol Corporation, a Delaware corporation (“Parent”), Hilltop Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and PCTEL, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Annex I and other capitalized terms used in this Agreement are defined in the Sections where such terms first appear.

AGREEMENT AND PLAN OF MERGER among AMPHENOL CORPORATION, HILLTOP MERGER SUB, INC. and PCTEL, INC. Dated as of October 13, 2023
Merger Agreement • October 17th, 2023 • Pc Tel Inc • Radio & tv broadcasting & communications equipment • Delaware

THIS AGREEMENT AND PLAN OF MERGER, dated as of October 13, 2023 (this “Agreement”), is made by and among Amphenol Corporation, a Delaware corporation (“Parent”), Hilltop Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and PCTEL, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Annex I and other capitalized terms used in this Agreement are defined in the Sections where such terms first appear.

AGREEMENT AND PLAN OF MERGER among AMPHENOL CORPORATION, HILLTOP MERGER SUB, INC. and PCTEL, INC. Dated as of October 13, 2023
Merger Agreement • October 16th, 2023 • Pc Tel Inc • Radio & tv broadcasting & communications equipment • Delaware

THIS AGREEMENT AND PLAN OF MERGER, dated as of October 13, 2023 (this “Agreement”), is made by and among Amphenol Corporation, a Delaware corporation (“Parent”), Hilltop Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and PCTEL, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Annex I and other capitalized terms used in this Agreement are defined in the Sections where such terms first appear.

AGREEMENT AND PLAN OF MERGER among AMPHENOL CORPORATION, HILLTOP MERGER SUB, INC. and PCTEL, INC. Dated as of October 13, 2023
Merger Agreement • October 16th, 2023 • Pc Tel Inc • Radio & tv broadcasting & communications equipment • Delaware

THIS AGREEMENT AND PLAN OF MERGER, dated as of October 13, 2023 (this “Agreement”), is made by and among Amphenol Corporation, a Delaware corporation (“Parent”), Hilltop Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and PCTEL, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Annex I and other capitalized terms used in this Agreement are defined in the Sections where such terms first appear.

AGREEMENT AND PLAN OF MERGER among ARTISAN BIDCO, INC., ARTISAN MERGER SUB, INC. and AVID TECHNOLOGY, INC. Dated as of August 9, 2023
Merger Agreement • August 10th, 2023 • Avid Technology, Inc. • Services-prepackaged software • Delaware

This AGREEMENT AND PLAN OF MERGER, dated as of August 9, 2023 (this “Agreement”), is made by and among Artisan Bidco, Inc., a Delaware corporation (“Parent”), Artisan Merger Sub, Inc., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”), and Avid Technology, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Annex I and other capitalized terms used in this Agreement are defined in the Sections where such terms first appear.

AGREEMENT AND PLAN OF MERGER by and among
Merger Agreement • February 16th, 2022 • Tower Semiconductor LTD • Semiconductors & related devices • Delaware

This AGREEMENT AND PLAN OF MERGER (hereinafter referred to as this “Agreement”), dated February 15, 2022, is by and among Intel Corporation, a Delaware corporation (“Ultimate Parent”), Intel FS Inc., a Delaware corporation (“Parent”), Steel Titanium 2022 Ltd., a company organized under the laws of the State of Israel and a wholly owned subsidiary of Parent (“Merger Sub”), and Tower Semiconductor Ltd., a company organized under the laws of the State of Israel (the “Company”). All capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Section 9.5 or as otherwise defined elsewhere in this Agreement unless the context clearly provides otherwise. Parent, Merger Sub and the Company are each sometimes referred to herein as a “Party” and collectively as the “Parties.”

AGREEMENT AND PLAN OF MERGER Among WHITE SANDS PARENT, INC., WHITE SANDS BIDCO, INC. and BOINGO WIRELESS, INC. Dated as of February 26, 2021
Merger Agreement • March 1st, 2021 • Boingo Wireless, Inc. • Communications services, nec • Delaware

AGREEMENT AND PLAN OF MERGER, dated as of February 26, 2021 (this “Agreement”), among White Sands Parent, Inc., a Delaware corporation (“Parent”), White Sands Bidco, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and Boingo Wireless, Inc., a Delaware corporation (the “Company”).

EX-2.1 2 d431012dex21.htm EX-2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among BROADCOM INC., COLLIE ACQUISITION CORP. and CA, INC. dated as of July 11, 2018 Page -i- -ii- Annex A Form of Voting Agreement Annex B Form of Promissory Note...
Merger Agreement • May 5th, 2020 • Delaware

This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of July 11, 2018, is by and among Broadcom Inc., a Delaware corporation (“Parent”), Collie Acquisition Corp., a Delaware corporation and a wholly owned direct or indirect subsidiary of Parent (“Merger Sub”), and CA, Inc., a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Article I or as otherwise defined elsewhere in this Agreement, unless the context clearly provides otherwise. Parent, Merger Sub and the Company are each sometimes referred to herein as a “Party” and collectively, as the “Parties.”

AGREEMENT AND PLAN OF MERGER Dated as of March 13, 2020, Among CINCINNATI BELL INC., RED FIBER PARENT LLC and RF MERGER SUB INC.
Merger Agreement • March 16th, 2020 • Ares Management LLC • Telephone communications (no radiotelephone) • Ohio

AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of March 13, 2020, among Cincinnati Bell Inc., an Ohio corporation (the “Company”), Red Fiber Parent LLC, a Delaware limited liability company (“Parent”), and RF Merger Sub Inc., an Ohio corporation and a directly wholly owned subsidiary of Parent (“Merger Sub”).

AGREEMENT AND PLAN OF MERGER by and among HELIX TCS, INC., HELIX ACQUISITION SUB, INC., BIO-TECH MEDICAL SOFTWARE, INC. and TERENCE J. Ferraro, as the Securityholder Representative Dated as of March 3, 2018 EXHIBITS
Merger Agreement • June 5th, 2018 • Helix TCS, Inc. • Services-detective, guard & armored car services • Florida

This Agreement and Plan of Merger (this “Agreement”) is entered into as of March 3, 2018 by and among Helix TCS, Inc., a Delaware corporation (“Parent”), Helix Acquisition Sub, Inc., a company organized under the laws of the State of Florida and a wholly owned subsidiary of Parent (“Merger Sub”), Bio-Tech Medical Software, Inc., a company organized under the laws of the State of Florida (the “Company”), and Terence J. Ferraro, who will serve as the representative of the Company Securityholders, and is referred to herein from time to time as the “Securityholder Representative.” Each of Parent, Merger Sub, the Company and the Securityholder Representative are referred to herein as a “Party” and together as the “Parties.” Certain capitalized terms used in this Agreement shall have the respective meanings ascribed thereto in Article I.

AGREEMENT AND PLAN OF MERGER dated as of March 26, 2018, among WME ENTERTAINMENT PARENT, LLC, LION MERGER SUB, INC. and NEULION, INC.
Merger Agreement • March 27th, 2018 • Neulion, Inc. • Cable & other pay television services • Delaware

AGREEMENT AND PLAN OF MERGER, dated as of March 26, 2018 (this “Agreement”), among WME Entertainment Parent, LLC, a Delaware limited liability company (“Parent”), Lion Merger Sub, Inc., a Delaware corporation (“Merger Sub”) and a wholly owned direct or indirect Subsidiary of Parent, and NeuLion, Inc., a Delaware corporation (the “Company”).

AGREEMENT AND PLAN OF MERGER by and among SAP AMERICA, INC. EMERSON ONE ACQUISITION CORP. and CALLIDUS SOFTWARE INC. Dated as of January 29, 2018
Merger Agreement • January 30th, 2018 • Callidus Software Inc • Services-computer programming services

This AGREEMENT AND PLAN OF MERGER, dated as of January 29, 2018 (this “Agreement”), is by and among SAP America, Inc., a Delaware corporation (“Parent”), Emerson One Acquisition Corp., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”) and Callidus Software Inc., a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the meanings assigned to such terms in Section 8.04 or as otherwise defined elsewhere in this Agreement unless the context clearly indicates otherwise.

AGREEMENT AND PLAN OF MERGER Among HARLAND CLARKE HOLDINGS CORP. MERCURY MERGER SUB, INC. and MAXPOINT INTERACTIVE, INC. Dated as of August 27, 2017
Merger Agreement • August 28th, 2017 • MaxPoint Interactive, Inc. • Services-advertising • New York

AGREEMENT AND PLAN OF MERGER, dated as of August 27, 2017 (this “Agreement”), among Harland Clarke Holdings Corp., a Delaware corporation (“Parent”), Mercury Merger Sub, Inc., a Delaware corporation and a direct or indirect wholly owned subsidiary of Parent (“Purchaser”), and MaxPoint Interactive, Inc., a Delaware corporation (the “Company”).

AGREEMENT AND PLAN OF MERGER Among TAKARA BIO USA HOLDINGS, INC., WALRUS ACQUISITION CORPORATION, WAFERGEN BIO-SYSTEMS, INC. and Solely for the purposes of Section 9.1, TAKARA BIO USA, INC. Dated as of May 12, 2016
Merger Agreement • May 13th, 2016 • WaferGen Bio-Systems, Inc. • Laboratory analytical instruments • Nevada
AGREEMENT AND PLAN OF MERGER BY AND AMONG B. RILEY FINANCIAL, UNIFY MERGER SUB, INC. AND UNITED ONLINE, INC. DATED AS OF MAY 4, 2016
Merger Agreement • May 5th, 2016 • United Online Inc • Services-computer programming, data processing, etc. • Delaware

AGREEMENT AND PLAN OF MERGER, dated as of May 4, 2016 (this “Agreement”), by and among B. Riley Financial, Inc., a Delaware corporation (“Parent”), Unify Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and United Online, Inc., a Delaware corporation (the “Company”).

AGREEMENT AND PLAN OF MERGER by and among VALEANT PHARMACEUTICALS INTERNATIONAL ONE EYE MERGER SUB, INC., and Unilens Vision Inc.
Merger Agreement • July 14th, 2015 • Unilens Vision Inc • Ophthalmic goods • Delaware

AGREEMENT AND PLAN OF MERGER, dated as of July 10, 2015 (this “Agreement”), by and among Valeant Pharmaceuticals International, a Delaware corporation (“Parent”), One Eye Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and Unilens Vision Inc., a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the meanings assigned to such terms in Section 8.6 or as otherwise defined elsewhere in this Agreement unless the context clearly indicates otherwise. Parent, Merger Sub and the Company are each sometimes referred to herein individually as a “Party” and collectively as the “Parties.”

AGREEMENT AND PLAN OF MERGER by and among AVAGO TECHNOLOGIES WIRELESS (U.S.A.) MANUFACTURING INC., EMERALD MERGER SUB, INC., and EMULEX CORPORATION Dated as of February 25, 2015
Merger Agreement • February 26th, 2015 • Emulex Corp /De/ • Computer communications equipment • Delaware

THIS AGREEMENT AND PLAN OF MERGER, dated as of February 25, 2015 (as amended, restated, modified or supplemented from time to time, this “Agreement”), by and among Avago Technologies Wireless (U.S.A.) Manufacturing Inc., a Delaware corporation (“Parent”), Emerald Merger Sub, Inc., a Delaware corporation and a wholly-owned Subsidiary of Parent (the “Purchaser”), and Emulex Corporation, 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 SAP AMERICA, INC. CONGRESS ACQUISITION CORP. and CONCUR TECHNOLOGIES, INC. Dated as of September 18, 2014
Merger Agreement • September 19th, 2014 • Concur Technologies Inc • Services-prepackaged software

This AGREEMENT AND PLAN OF MERGER, dated as of September 18, 2014 (this “Agreement”), is by and among SAP America, Inc., a Delaware corporation (“Parent”), Congress Acquisition Corp., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”), and Concur Technologies, Inc., a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the meanings assigned to such terms in Section 8.04 or as otherwise defined elsewhere in this Agreement unless the context clearly indicates otherwise.

AGREEMENT AND PLAN OF MERGER by and among SAP AMERICA, INC. CONGRESS ACQUISITION CORP. and CONCUR TECHNOLOGIES, INC. Dated as of September 18, 2014
Merger Agreement • September 19th, 2014 • Concur Technologies Inc • Services-prepackaged software

This AGREEMENT AND PLAN OF MERGER, dated as of September 18, 2014 (this “Agreement”), is by and among SAP America, Inc., a Delaware corporation (“Parent”), Congress Acquisition Corp., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”), and Concur Technologies, Inc., a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the meanings assigned to such terms in Section 8.04 or as otherwise defined elsewhere in this Agreement unless the context clearly indicates otherwise.

AGREEMENT AND PLAN OF MERGER BY AND AMONG MULTIMEDIA GAMES, INC., 23 ACQUISITION CO. AND POKERTEK, INC. DATED AS OF APRIL 29, 2014
Merger Agreement • April 30th, 2014 • Pokertek, Inc. • Miscellaneous manufacturing industries • Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of April 29, 2014, is by and among Multimedia Games, Inc., a Delaware corporation (“Parent”), 23 Acquisition Co., a North Carolina corporation and a direct, wholly owned Subsidiary of Parent (“Merger Sub”), and PokerTek, Inc., a North Carolina corporation (the “Company”).

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AGREEMENT AND PLAN OF MERGER by and among Tsinghua Unigroup Ltd. and RDA Microelectronics, Inc. Dated as of November 11, 2013
Merger Agreement • November 12th, 2013 • RDA Microelectronics, Inc. • Semiconductors & related devices • New York

AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of November 11, 2013, by and among Tsinghua Unigroup Ltd., a limited liability company established under the laws of the People’s Republic of China (“Parent”), and RDA Microelectronics, Inc., an exempted company incorporated under the Laws of the Cayman Islands (the “Company”).

AGREEMENT AND PLAN OF MERGER by and among ARIBA, INC., SAP AMERICA, INC. and ANGEL EXPANSION CORPORATION Dated as of May 22, 2012
Merger Agreement • May 22nd, 2012 • Ariba Inc • Services-prepackaged software

This AGREEMENT AND PLAN OF MERGER, dated as of May 22, 2012 (this “Agreement”), is by and among SAP America, Inc., a Delaware corporation (“Parent”), Angel Expansion Corporation, a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”), and Ariba, Inc., a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the meanings assigned to such terms in Section 8.04 or as otherwise defined elsewhere in this Agreement unless the context clearly indicates otherwise.

AGREEMENT AND PLAN OF MERGER between GLOBAL AERO LOGISTICS INC. (“Parent”)
Merger Agreement • January 9th, 2008 • Global Aero Logistics Inc. • Air transportation, scheduled • Delaware

AGREEMENT AND PLAN OF MERGER (hereinafter referred to as this “Agreement”), dated April 5, 2007, between Global Aero Logistics Inc., a Delaware corporation (“Parent”), Hugo Acquisition Corp., a Delaware corporation and an indirect wholly-owned subsidiary of Parent (“Purchaser”), and World Air Holdings, Inc., a Delaware corporation (the “Company”).

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