AGREEMENT AND PLAN OF MERGER BY AND AMONG EMC CORPORATION EMBRACE MERGER CORPORATION VIRTUSTREAM GROUP HOLDINGS, INC. AND THE REPRESENTATIVE OF THE INDEMNIFYING STOCKHOLDERS OF VIRTUSTREAM GROUP HOLDINGS, INC.Agreement and Plan of Merger • July 9th, 2015 • Emc Corp • Computer storage devices • Massachusetts
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made as of May 22, 2015, by and among EMC Corporation, a Massachusetts corporation (“Parent”), Embrace Merger Corporation, a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), Virtustream Group Holdings, Inc., a Delaware corporation (the “Company”), and Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as the Stockholder Representative. The holders of all of the issued and outstanding capital stock of the Company (the “Company Stock”) are collectively referred to herein as the “Company Stockholders,” and the Company Stockholders, together with the holders of all other issued and outstanding equity securities of the Company, including securities convertible into, or exercisable or exchangeable for, equity securities of the Company (all such equity securities, including the Company Stock, the “Company Securities”), are collectively referred to herein as th
