AGREEMENT AND PLAN OF MERGER AND REORGANIZATION BY AND AMONG ATS CORPORATION, ATS NSS ACQUISITION, INC. NUMBER SIX SOFTWARE, INC., AND THE PRINCIPAL STOCKHOLDERS OF NUMBER SIX SOFTWARE, INC. Effective October 12, 2007Merger Agreement • October 16th, 2007 • Ats Corp • Services-management consulting services
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (“Agreement”), dated October 12, 2007 (the “Agreement Date”), by and among (i) ATS Corporation, a Delaware corporation (“ATS”); (ii) ATS NSS Acquisition, Inc., a Delaware corporation and a wholly owned subsidiary of ATS (the “Merger Sub”); (iii) Number Six Software, Inc., a Delaware corporation (“NSS”); (iv) Blue Water Venture Fund III, LLC, Bakke Enterprises L.L.C., the estate of Brian Lyons, Ralph Alexander and Dennis Leggett (collectively, the “Principal Stockholders” and together with the other stockholders of NSS listed on Exhibit A, the “Stockholders”); (v) and Ralph Alexander, in his capacity as the Stockholders’ Representative (as defined in Section 1.1).
