AGREEMENT AND PLAN OF MERGER by and among REALTY INCOME CORPORATION, RAMS MD SUBSIDIARY I, INC., RAMS ACQUISITION SUB II, LLC, VEREIT, INC.,Agreement and Plan of Merger • April 30th, 2021 • Realty Income Corp • Real estate investment trusts • Maryland
Contract Type FiledApril 30th, 2021 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER, dated as of April 29, 2021 (this “Agreement”), is by and among REALTY INCOME CORPORATION, a Maryland corporation (“Realty Income”), RAMS MD SUBSIDIARY I, INC., a Maryland corporation and a direct wholly owned Subsidiary of Realty Income (“Merger Sub 1”), RAMS ACQUISITION SUB II, LLC, a Delaware limited liability company and a direct wholly owned Subsidiary of Realty Income (“Merger Sub 2”), VEREIT, INC., a Maryland corporation (“VEREIT”), and VEREIT OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (“VEREIT OP”). Each of Realty Income, Merger Sub 1, Merger Sub 2, VEREIT and VEREIT OP is referred to herein as a “party” and, collectively, the “parties.”