AMENDED AND RESTATED AGREEMENT AND PLAN OF CONVERSIONAnd Restated Agreement and Plan of Conversion • July 15th, 2005 • Diamond Foods Inc • Miscellaneous food preparations & kindred products • Delaware
THIS AMENDED AND RESTATED AGREEMENT AND PLAN OF CONVERSION (this “Agreement”) is made and entered into as of July , 2005, by and among DIAMOND FOODS, INC. (“Diamond Foods”), a Delaware corporation, and DIAMOND WALNUT GROWERS, INC., a California cooperative marketing association (“Diamond Growers”).
EXHIBIT 1.01 DIAMOND FOODS, INC. (a Delaware corporation) 5,333,333 Shares of Common Stock PURCHASE AGREEMENT Dated: -, 2005 DIAMOND FOODS, INC. (a Delaware corporation) 5,333,333 Shares of Common Stock (Par Value $0.001 Per Share) PURCHASE AGREEMENTDiamond Foods Inc • July 15th, 2005 • Miscellaneous food preparations & kindred products • New York
ContractPreferred Securities Purchase Agreement • July 15th, 2005 • Diamond Foods Inc • Miscellaneous food preparations & kindred products • California
