AGREEMENT AND PLAN OF MERGER DATED AS OF MAY 18, 2012 AMONG NGL ENERGY PARTNERS LP, NGL ENERGY HOLDINGS LLC, HSELP LLC, HIGH SIERRA ENERGY, LP AND HIGH SIERRA ENERGY GP, LLCMerger Agreement • May 21st, 2012 • NGL Energy Partners LP • Retail-miscellaneous retail • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of May 18, 2012 (this “Agreement”), is by and among NGL Energy Partners LP, a Delaware limited partnership (“NGL”), NGL Energy Holdings LLC, a Delaware limited liability company (“Holdings”), HSELP LLC, a Delaware limited liability company and a direct, wholly owned Subsidiary of NGL (“Merger Sub” and, together with NGL and Holdings, the “NGL Group Entities”), High Sierra Energy, LP, a Delaware limited partnership (“HSE”), and High Sierra Energy GP, LLC, a Colorado limited liability company (the “HSE General Partner” and, together with HSE and any Subsidiaries of HSE or the HSE General Partner, the “HSE Group Entities”). Certain terms used in this Agreement are defined in Section 9.12. Each of the parties to this Agreement is sometimes referred to individually in this Agreement as a “Party” and all of the parties to this Agreement are sometimes collectively referred to in this Agreement as the “Parties.”
AGREEMENT AND PLAN OF MERGER DATED AS OF MAY 18, 2012 AMONG NGL ENERGY HOLDINGS LLC, HSEGP LLC, AND HIGH SIERRA ENERGY GP, LLCMerger Agreement • May 21st, 2012 • NGL Energy Partners LP • Retail-miscellaneous retail • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of May 18, 2012 (this “Agreement”), is by and among NGL Energy Holdings LLC, a Delaware limited liability company (“Holdings”), HSEGP LLC, a Delaware limited liability company and a direct, wholly owned Subsidiary of Holdings (“Merger Sub” and, together with Holdings and NGL (as defined herein), the “NGL Group Entities”), and High Sierra Energy GP, LLC, a Colorado limited liability company (the “HSE General Partner” and, together with HSE (as defined herein) and any Subsidiaries of HSE or the HSE General Partner, the “HSE Group Entities”). Certain terms used in this Agreement are defined in Section 9.12. Each of the parties to this Agreement is sometimes referred to individually in this Agreement as a “Party” and all of the parties to this Agreement are sometimes collectively referred to in this Agreement as the “Parties.”
