AGREEMENT AND PLAN OF MERGER dated as of April 7, 2015 among ZEP INC., NM Z PARENT INC. and NM Z MERGER SUB INC.Merger Agreement • April 8th, 2015 • Zep Inc. • Specialty cleaning, polishing and sanitation preparations • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), is dated as of April 7, 2015, among Zep Inc., a Delaware corporation (the “Company”), NM Z Parent Inc., a Delaware corporation (“Parent”), and NM Z Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Subsidiary”). The Company, Parent and Merger Subsidiary are sometimes hereinafter referred to individually as a “Party” and collectively as the “Parties”.
SECOND AMENDMENT TO STOCKHOLDER PROTECTION RIGHTS AGREEMENTStockholder Protection Rights Agreement • April 8th, 2015 • Zep Inc. • Specialty cleaning, polishing and sanitation preparations
This Second Amendment to Stockholder Protection Rights Agreement, dated and effective as of April 7, 2015 (the “Amendment”), is between Zep Inc., a Delaware corporation (the “Company”), and American Stock Transfer and Trust Company, LLC, as successor-in-interest to Mellon Investor Services LLC (the “Rights Agent”).
