AGREEMENT AND PLAN OF MERGER DATED AS OF MAY 6, 2009 AMONG CENVEO, INC., NM ACQUISITION CORP. AND NASHUA CORPORATIONMerger Agreement • May 7th, 2009 • Nashua Corp • Converted paper & paperboard prods (no contaners/boxes) • New York
This Agreement and Plan of Merger dated as of May 6, 2009 (this “Agreement”) is among Cenveo, Inc., a Colorado corporation (“Parent”), NM Acquisition Corp., a Massachusetts corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and Nashua Corporation, a Massachusetts corporation (the “Company”). Capitalized terms used but not defined elsewhere herein have the meanings assigned to them in Section 8.15.
VOTING AGREEMENT AND IRREVOCABLE PROXYVoting Agreement and Irrevocable Proxy • May 7th, 2009 • Nashua Corp • Converted paper & paperboard prods (no contaners/boxes) • New York
This Voting Agreement and Irrevocable Proxy dated as of May 6, 2009 (this “Agreement”) is among each of the individuals or entities listed on a signature page hereto (each, a “Shareholder") and Cenveo, Inc., a Colorado corporation (“Parent”). Capitalized terms used but not defined herein have the meanings assigned to them in the Agreement and Plan of Merger dated as of the date of this Agreement (the “Merger Agreement") among Parent, NM Acquisition Corp., a Massachusetts corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and Nashua Corporation, a Massachusetts corporation (the “Company”).
