0001104659-04-011283 Sample Contracts

AGREEMENT AND PLAN OF MERGER by and among The Wine Group LLC, The Wine Group, Inc. Hawk Merger Sub, Inc., and Golden State Vintners, Inc. Dated as of April 22, 2004

Agreement and Plan of Merger • April 27th, 2004 • Golden State Vintners Inc • Malt beverages • Delaware

• Contract Type
  Agreement and Plan of Merger
• Filed
  April 27th, 2004
• Company
  Golden State Vintners Inc
• Industry
  Malt beverages
• Jurisdiction
  Delaware

AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of April 22, 2004 by and among The Wine Group LLC, a Delaware limited liability company (the “LLC”), The Wine Group, Inc., a California corporation (“Manager” and, collectively with LLC, “Parent”), Hawk Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of the LLC (“Purchaser”) and Golden State Vintners, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used herein are defined in Section 8.03.