AGREEMENT AND PLAN OF MERGER Among TRW AUTOMOTIVE HOLDINGS CORP., ZF FRIEDRICHSHAFEN AG and MSNA, INC. Dated as of September 15, 2014Agreement and Plan of Merger • September 15th, 2014 • TRW Automotive Holdings Corp • Motor vehicle parts & accessories • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of September 15, 2014 (this “Agreement”), is entered into by and among TRW Automotive Holdings Corp., a Delaware corporation (the “Company”), ZF Friedrichshafen AG, a stock corporation organized and existing under the laws of the Federal Republic of Germany (“Parent”), and MSNA, Inc., a Delaware corporation and a wholly owned subsidiary of Parent held directly by ZF North America, Inc. (“ZNA”) (“Merger Sub” and, together with the Company and Parent, the “Parties” and each, a “Party”).
