AGREEMENT AND PLAN OF MERGER by and among KEY ENERGY SERVICES, INC., KEY MERGER SUB I LLC and KEY MERGER SUB II LLC, as the Buyer Parties and EDGE OILFIELD SERVICES, L.L.C., SUMMIT OILFIELD SERVICES, L.L.C., THE EDGE HOLDERS and THE SUMMIT HOLDERS, as...Agreement and Plan of Merger • July 15th, 2011 • Key Energy Services Inc • Oil & gas field services, nec • Texas
This Agreement and Plan of Merger (this “Agreement”) is entered into as of July 13, 2011, by and among Key Energy Services, Inc., a Maryland corporation (“Parent”), Key Merger Sub I LLC, a Louisiana limited liability company and a wholly-owned Subsidiary of Parent (“Merger Sub I”), Key Merger Sub II LLC, a Louisiana limited liability company and a wholly-owned Subsidiary of Parent (“Merger Sub II”), Edge Oilfield Services, L.L.C., a Louisiana limited liability company (“Edge”), Summit Oilfield Services, L.L.C., a Louisiana limited liability company (“Summit” and, together with Edge, the “Acquired Companies”), the Edge Class A Holders (as defined herein), the Edge Class B Holders (as defined herein) (together with the Edge Class A Holders, the “Edge Holders”), the Summit Class A Holders (as defined herein), and the Summit Class B Holders (as defined herein) (together with the Summit Class A Holders, the “Summit Holders”).
