REORGANIZATION AGREEMENTReorganization Agreement • December 21st, 2006 • Protection One Inc • Services-miscellaneous business services • New York
REORGANIZATION AGREEMENT, dated as of December 18, 2006 (this “Agreement”), by and among PROTECTION ONE, INC., a Delaware corporation (the “Company”), POI ACQUISITION I, INC., a Delaware corporation and minority stockholder of the Company and its successors (“Parent”), QUADRANGLE CAPITAL PARTNERS LP, a Delaware limited partnership (“QCP”), QUADRANGLE SELECT PARTNERS LP, a Delaware limited partnership (“QSP”), QUADRANGLE CAPITAL PARTNERS-A LP, a Delaware limited partnership (“QCP-A” and, together with QCP and QSP, the “Quadrangle Investors”, who are collectively indirect owners of Parent), QUADRANGLE MASTER FUNDING LTD, a Cayman Islands exempted company incorporated with limited liability (“QMFL”), QDRF MASTER LTD, a Cayman Islands exempted company incorporated with limited liability and an owner of QMFL (“QDRF”), QUADRANGLE DEBT OPPORTUNITIES FUND MASTER LTD, a Cayman Islands exempted company incorporated with limited liability and an owner of QMFL (“QDOF” and, together with QMFL, QDRF
AGREEMENT AND PLAN OF MERGER among PROTECTION ONE, INC., TARA ACQUISITION CORP. and INTEGRATED ALARM SERVICES GROUP, INC. Dated as of December 20, 2006Merger Agreement • December 21st, 2006 • Protection One Inc • Services-miscellaneous business services • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of December 20, 2006 (the “Agreement”), among PROTECTION ONE, INC., a Delaware corporation (“Parent”), TARA ACQUISITION CORP., a Delaware corporation and a direct wholly owned subsidiary of Parent (“Merger Sub”), and INTEGRATED ALARM SERVICES GROUP, INC., a Delaware corporation (the “Company”).
STOCKHOLDERS AGREEMENTStockholders Agreement • December 21st, 2006 • Protection One Inc • Services-miscellaneous business services • Delaware
STOCKHOLDERS AGREEMENT, dated as of December 20, 2006 (this “Agreement”), by and among PROTECTION ONE, INC., a Delaware corporation (“Parent”), TARA ACQUISITION CORP., a Delaware corporation and a direct wholly owned subsidiary of Parent (“Merger Sub”), and the several stockholders of INTEGRATED ALARM SERVICES GROUP, INC., a Delaware corporation (the “Company”), that are parties hereto (each, a “Stockholder” and, collectively, the “Stockholders”).
