AGREEMENT AND PLAN OF MERGER Dated as of September 10, 1996 by and among Corporate Express, Inc., Bevo Acquisition Corp., Inc.Agreement and Plan of Merger • October 1st, 1996 • Corporate Express Inc • Retail-catalog & mail-order houses • Delaware
EXHIBIT 2.2 September 10, 1996 United TransNet, Inc. 1080 Holcomb Bridge Road Building 200, Suite 140 Roswell, Georgia 30076 Gentlemen: Corporate Express, Inc. and United TransNet, Inc. contemplate entering into an Agreement and Plan of Reorganization...Corporate Express Inc • October 1st, 1996 • Retail-catalog & mail-order houses
Corporate Express, Inc. and United TransNet, Inc. contemplate entering into an Agreement and Plan of Reorganization (the "Merger Agreement") concurrently with the execution of this letter. In connection therewith, certain of your employees will be granted non-qualified options to purchase 1,000,000 shares of Parent Common Stock (as defined in the Merger Agreement). This letter confirms our understanding that, following completion of Parent's 1996 fiscal year which ends March 1, 1997, the Compensation Committee of the Board of Directors of Parent will review the financial and operating performance of the business units formerly under the control of the Company's employees for the period from September 1, 1996 to March 1, 1997, and grant up to an additional 200,000 non-qualified options. Such options will vest over five years (2.083% per month, for months thirteen (13) through sixty (60), inclusive, following the Effective Time), expire ten (10) years from the date of grant and otherwise
