AGREEMENT AND PLAN OF MERGER dated as of June 20, 2021 among Raven Industries, Inc., CNH Industrial N.V. and CNH Industrial South Dakota, Inc.Agreement and Plan of Merger • June 24th, 2021 • Raven Industries Inc • Unsupported plastics film & sheet • Delaware
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of June 20, 2021, among Raven Industries, Inc., a South Dakota corporation (the “Company”), CNH Industrial N.V., a Netherlands public limited liability company (“Parent”), and CNH Industrial South Dakota, Inc., a South Dakota corporation and a wholly owned subsidiary of Parent (“Merger Subsidiary”).
RAVEN INDUSTRIES, INC. SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • June 24th, 2021 • Raven Industries Inc • Unsupported plastics film & sheet • South Dakota
This Second Amended and Restated Employment Agreement (“Agreement”), effective as of June 20, 2021 (the “Effective Date”), is made by and between Raven Industries, Inc., a South Dakota corporation (the “Company”) and STEVEN E. BRAZONES (“Executive”).
AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENTChange in Control Agreement • June 24th, 2021 • Raven Industries Inc • Unsupported plastics film & sheet • South Dakota
THIS AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT (“Agreement”) is made as of June 20, 2021 (the “Effective Date”), between RAVEN INDUSTRIES, INC., a South Dakota corporation (the “Company”); and _____________ (“Executive”).
June 20, 2021 Dear Employee Name:Raven Industries Inc • June 24th, 2021 • Unsupported plastics film & sheet • South Dakota
As you are aware, Raven Industries, Inc. (the “Company”) anticipates entering into an Agreement and Plan of Merger (the “Merger Agreement”) with CNH Industrial America, LLC (“Parent”), pursuant to which the Company will merge with an acquisition subsidiary of Parent (the “Merger”), with the Company surviving the Merger as a wholly-owned subsidiary of Parent. In order to encourage your continued contributions and high level of commitment to the Company (the Company together with its subsidiaries and affiliates, the “Affiliated Group”) during the Retention Period (as defined below), you will be eligible to receive a special retention bonus (the “Retention Bonus”) in accordance with, and subject to the terms and conditions of, this letter agreement (this “Agreement”). This Agreement is contingent upon the execution of the Merger Agreement by the parties thereto, and the Merger Agreement not subsequently being terminated in accordance with its terms.
