AGREEMENT AND PLAN OF MERGER dated as of November 16, 2014 among HALLIBURTON COMPANY RED TIGER LLC and BAKER HUGHES INCORPORATEDAgreement and Plan of Merger • November 18th, 2014 • Baker Hughes Inc • Oil & gas field machinery & equipment • New York
Term Section Adjusted Option 3.4(a) Affiliate 4.24 Agreement Recital Antitrust Action 7.6(d) Antitrust Termination Fee 9.5(a) Anti-Corruption Laws 4.23(b) Appraisal Shares 3.2 Board Recital Book Entry Share 3.1(b) Bribery Act 4.23(b) Business Day 1.2(a) Cash Portion 3.1(a) Cash Portion Exchange Ratio 3.4(a) Certificate of Merger 1.2(b) Chancery Court 10.4(b) Cleanup 4.14(h) Closing 1.2(a) Closing Date 1.2(a) Code Recital Company Recital Company Acquisition Agreement 7.11(c) Company Alternative Proposal 7.11(e) Company Balance Sheet 4.13(a) Company Benefit Plans 4.11(a) Company Board Recommendation 7.1(c) Company Change in Recommendation 7.11(c) Company Common Stock Recital Company Directors 2.3 Company Disclosure Letter 4 Company Financial Advisor 4.10 Company Financial Statements 4.5(b) Company Incentive Awards 3.4(h) Company Intervening Event 7.11(d) Company Intervening Event Change in Recommendation 7.11(d) Company Material Adverse Effect 4.1(b) Company Notice of Change in Recommend
