AGREEMENT AND PLAN OF MERGER BY AND AMONG GORES HOLDINGS II, INC., AM MERGER SUB I, INC., AM MERGER SUB II, LLC, GREENLIGHT HOLDING II CORPORATION, and PE GREENLIGHT HOLDINGS, LLC, IN ITS CAPACITY AT THE STOCKHOLDER REPRESENTATIVE DATED AS OF JUNE 21,...Merger Agreement • June 21st, 2018 • Gores Holdings II, Inc. • Blank checks • Delaware
THIS AGREEMENT AND PLAN OF MERGER is made and entered into as of June 21, 2018, by and among Gores Holdings II, Inc., a Delaware corporation (“Parent”), AM Merger Sub I, Inc., a Delaware corporation and a direct, wholly-owned subsidiary of Parent (“First Merger Sub”), AM Merger Sub II, LLC, a Delaware limited liability company and a direct, wholly-owned subsidiary of Parent (“Second Merger Sub”), Greenlight Holding II Corporation, a Delaware corporation (the “Company”), and PE Greenlight Holdings, LLC, a Delaware limited liability company, in its capacity as the Stockholder Representative hereunder (in such capacity, the “Stockholder Representative”). Each of the Company, Parent, First Merger Sub, Second Merger Sub and the Stockholder Representative shall individually be referred to herein as a “Party” and, collectively, the “Parties”. The term “Agreement” as used herein refers to this Agreement and Plan of Merger, as the same may be amended from time to time, and all schedules, exhibi
