ContractAgreement and Plan of Merger • May 12th, 2014 • GFInet Inc. • Security & commodity brokers, dealers, exchanges & services
Pursuant to the Agreement and Plan of Merger, dated as of March 5, 2014 (the “Merger Agreement”), by and among the Issuer, MTS Markets International, Inc. (“MTS”), an affiliate of the London Stock Exchange Group, and MMI Newco Inc., a wholly-owned subsidiary of MTS (“Merger Sub”) and on the terms and conditions set forth therein, on the Closing Date, Merger Sub merged with and into the Issuer, with the Issuer continuing as the surviving corporation and a wholly-owned subsidiary of MTS (the “Merger”). The Reporting Persons are not affiliated with MTS or Merger Sub. Upon consummation of the Merger and effective as of the Closing Date, all shares of Common Stock and preferred stock of the Issuer were automatically cancelled and ceased to exist, and each share of Common Stock and preferred stock of the Issuer that was outstanding immediately prior to the effective time of the Merger (other than shares (a) for which appraisal rights are properly exercised and not withdrawn under Delaware la
