June 13, 2008 Wilmington Multi-Manager Large-Cap Fund WT Mutual Fund 1100 North Market Street Wilmington, DE 19890 Wilmington Large-Cap Core Fund WT Mutual Fund 1100 North Market Street Wilmington, DE 19890 Ladies and Gentlemen:Wt Mutual Fund • June 16th, 2008
Pursuant to the Agreement and Plan of Reorganization, dated as of May 1, 2008 (the “Agreement”), by and between WT Mutual Fund, a Delaware statutory trust (the “Trust”), on behalf of its Wilmington Multi-Manager Large-Cap Fund (“Multi-Manager Fund”), a separate series of the Trust, and the Trust on behalf of its Wilmington Large-Cap Core Fund (“Large-Cap Core Fund,” and together with the Multi-Manager Fund, the “Funds”), a separate series of the Trust, Large-Cap Core Fund will transfer all of its assets to Multi-Manager Fund in exchange solely for voting shares of Multi-Manager Fund (the “Shares”) and the assumption of all of the liabilities of Large-Cap Core Fund by Multi-Manager Fund, immediately after which Large-Cap Core Fund will distribute the Shares to its shareholders (the “Large-Cap Core Shareholders”) in complete liquidation and termination of Large-Cap Core Fund (these transactions together, the “Reorganization”).
AGREEMENT AND PLAN OF REORGANIZATIONAgreement and Plan of Reorganization • June 16th, 2008 • Wt Mutual Fund • Delaware
This Agreement and Plan of Reorganization (this “Agreement”) is made as of this 1st day of May 2008, by and between WT Mutual Fund, a Delaware statutory trust (the “Trust”), on behalf of its Wilmington Large-Cap Core Fund (the “Large-Cap Core Fund”), and the Trust on behalf of its Wilmington Multi-Manager Large-Cap Fund (the “Multi-Manager Fund”).
