AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER BY AND BETWEEN HD SUPPLY HOLDINGS, LLC, HD SUPPLY GP & MANAGEMENT, INC., HD SUPPLY WATERWORKS GROUP, INC., HD SUPPLY WATERWORKS, LTD., HD SUPPLY, INC., CD&R PLUMB BUYER, LLC, CD&R WATERWORKS MERGER...Amended and Restated Agreement and Plan of Merger • August 7th, 2017 • Hd Supply, Inc. • Wholesale-durable goods • Delaware
Contract Type FiledAugust 7th, 2017 Company Industry JurisdictionThis AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER, dated 14, 2017 (this “Agreement”), is made and entered into by and between HD SUPPLY HOLDINGS, LLC, a Florida limited liability company (“Holdings”), HD SUPPLY GP & MANAGEMENT, INC., a Delaware corporation (“HD GP”, and collectively with Holdings, “Sellers” and each, individually, a “Seller”), HD SUPPLY WATERWORKS GROUP, INC., a Delaware corporation (“HD Waterworks Inc.”), HD SUPPLY WATERWORKS, LTD., a Florida limited partnership (the “Company” and, together with HD Waterworks Inc., the “Acquired Companies”), CD&R PLUMB BUYER, LLC, a Delaware limited liability company (“Buyer”), CD&R WATERWORKS MERGER SUB, LLC, a Delaware limited liability company (“Merger Sub”), CD&R WW, LLC, a Delaware limited liability company (“Blocker”), CD&R WW MERGER SUB, LLC, a Delaware limited liability company (“Blocker Merger Sub”), and, solely with respect to Section 9.19, HD SUPPLY, INC., a Delaware corporation (“HD Supply”). Sellers, the Acquired Com