AGREEMENT AND PLAN OF MERGER AND PURCHASE AGREEMENT Among THE SHAREHOLDERS OF AUBURN BEAN AND GRAIN CO. and THE KMA GROUP LLC as SELLER and THE ANDERSONS, INC. as BUYER and TAI ACQUISITION CO. dated as of October 7, 2014Merger and Purchase Agreement • October 8th, 2014 • Andersons Inc • Wholesale-farm product raw materials • Ohio
THIS AGREEMENT AND PLAN OF MERGER AND PURCHASE AGREEMENT (this “Agreement”), is made and entered into as of October 7, 2014 (the “Effective Date”), by and among the shareholders (the “Shareholders”) of Auburn Bean & Grain Co., a Michigan corporation (the “Company”); The KMA Group LLC, a Michigan limited liability company (“The KMA Group”) (the Shareholders and The KMA Group are herein sometimes referred to individually and collectively as the “Seller”),The Andersons, Inc., an Ohio corporation (“Buyer”) and TAI Acquisition Co. , a Michigan corporation and a wholly owned subsidiary of Buyer (“Merger Sub”).
