VOTING AGREEMENTVoting Agreement • June 11th, 2018 • Gebr. Knauf Verwaltungsgesellschaft Kg • Concrete, gypsum & plaster products • Delaware
This VOTING AGREEMENT dated as of June 10, 2018 (this “Agreement”) is made and entered into among Gebr. Knauf KG, a limited partnership (Kommanditgesellschaft) organized under the laws of Germany (“Parent”), World Cup Acquisition Corporation, a Delaware corporation and an indirect, wholly-owned subsidiary of Parent (“Merger Sub”), and Berkshire Hathaway Inc., a Delaware corporation (the “Stockholder”), on behalf of itself and its subsidiaries listed on Exhibit A (together with the Stockholder, the “Stockholder Entities”), in the Stockholder Entities’ capacity as stockholders of USG Corporation, a Delaware corporation (the “Company”). Parent, Merger Sub and the Stockholder are referred to in this Agreement individually as a “Party” and collectively as the “Parties.”
AGREEMENT AND PLAN OF MERGER AMONG GEBR. KNAUF KG, WORLD CUP ACQUISITION CORPORATION AND USG CORPORATION DATED AS OF JUNE 10, 2018Agreement and Plan of Merger • June 11th, 2018 • Gebr. Knauf Verwaltungsgesellschaft Kg • Concrete, gypsum & plaster products • New York
This AGREEMENT AND PLAN OF MERGER dated as of June 10, 2018 (this “Agreement”) is made and entered into among Gebr. Knauf KG, a limited partnership (Kommanditgesellschaft) organized under the laws of Germany (“Parent”), World Cup Acquisition Corporation, a Delaware corporation and an indirect, wholly-owned subsidiary of Parent (“Merger Sub”), and USG Corporation, a Delaware corporation (the “Company”). Parent, Merger Sub and the Company are referred to in this Agreement individually as a “Party” and collectively as the “Parties.”
