WII COMPONENTS, INC. AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER January 5, 2007Agreement and Plan of Merger • March 28th, 2007 • WII Components, Inc. • Lumber & wood products (no furniture) • New York
This AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER (this “Agreement”) is dated as of January 5, 2007, by and among WII Holding, Inc., a Delaware corporation (“Parent”), WII Merger Corporation, a Delaware corporation (“MergerCo”), WII Components, Inc., a Delaware corporation (the “Company”) and Behrman Capital III L.P., a Delaware limited partnership, solely in the capacity of the Stockholders’ Representative (the “Stockholders’ Representative”). Certain terms used in this Agreement are defined in Section 11.6 hereof. An index of defined terms used in this Agreement is attached as Annex A hereto.
