AGREEMENT AND PLAN OF MERGER by and among THE ANDERSONS, INC., BRISKET MERGER SUB 1, LLC, BRISKET MERGER SUB 2, LLC, BRISKET MERGER SUB 3, LLC, LGC GROUP, INC., LANSING TRADE GROUP, LLC, andAgreement and Plan of Merger • October 16th, 2018 • Andersons, Inc. • Wholesale-farm product raw materials • Delaware
Contract Type FiledOctober 16th, 2018 Company Industry JurisdictionTHIS AGREEMENT AND PLAN OF MERGER (this "Agreement"), dated as of October 15, 2018, is made by and among The Andersons, Inc., an Ohio corporation (the "Purchaser"), Brisket Merger Sub 1, LLC, a Delaware limited liability company and wholly-owned subsidiary of Purchaser ("Merger Sub 1"), Brisket Merger Sub 2, LLC, a Delaware limited liability company and wholly-owned subsidiary of Merger Sub 1 ("Merger Sub 2"), Brisket Merger Sub 3, LLC, a Delaware limited liability company and wholly-owned subsidiary of Purchaser ("Merger Sub 3" and, collectively with Merger Sub 1 and Merger Sub 2, the "Merger Subs"), LGC Group, Inc., a Michigan corporation ("LGC"), Lansing Trade Group, LLC, a Delaware limited liability company (the "Company"), and Sam Freitag, solely in his capacity as representative of the Sellers hereunder (the "Sellers Representative"). Each of Purchaser, Merger Sub 1, Merger Sub 2, Merger Sub 3, LGC, the Company and the Sellers Representative are sometimes referred to herein as a