AGREEMENT AND PLAN OF MERGER by and among AMERICAN HOMES 4 RENT, AMERICAN HOMES 4 RENT, L.P., SUNRISE MERGER SUB, LLC, OP MERGER SUB, LLC, AMERICAN RESIDENTIAL PROPERTIES, INC.,Merger Agreement • December 4th, 2015 • American Homes 4 Rent • Real estate investment trusts • Maryland
This AGREEMENT AND PLAN OF MERGER, dated as of December 3, 2015 (this “Agreement”), is by and among American Homes 4 Rent, a Maryland real estate investment trust (“AMH”), Sunrise Merger Sub, LLC, a Delaware limited liability company and wholly-owned subsidiary of AMH (“AMH Merger Sub”), American Homes 4 Rent, L.P., a Delaware limited partnership (“AMH OP”), OP Merger Sub, LLC, a Delaware limited liability company and wholly-owned subsidiary of AMH OP (“OP Merger Sub”), American Residential Properties, Inc., a Maryland corporation (“ARPI”), American Residential Properties OP, L.P., a Delaware limited partnership (“ARP OP”), and American Residential GP, LLC, a Delaware limited liability company and sole general partner of ARP OP (“ARP GP”). AMH, AMH Merger Sub, AMH OP, OP Merger Sub, ARPI, ARP GP and ARP OP are each sometimes referred to herein as a “Party” or collectively as the “Parties.” AMH, AMH Merger Sub, AMH OP and OP Merger Sub are collectively referred to herein as the “AMH Par
