AGREEMENT AND PLAN OF MERGER BY AND AMONG HEALTHCARE SERVICES GROUP, INC., HCSG, INC., HCSG MERGER, LLC, SUMMIT SERVICES GROUP, INC., JOSEPH S. CUZZUPOLI, JOHN A. BULLOCK, LAWRENCE G. FRENI, WELLFLEET CAPITAL PARTNERS, INC., AND NAVONE INVESTMENTS,...Agreement and Plan of Merger • October 26th, 2006 • Healthcare Services Group Inc • Services-to dwellings & other buildings • Pennsylvania
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made this 18th day of September 2006, by and among HEALTHCARE SERVICES GROUP, INC., a Pennsylvania corporation (“Healthcare”); HCSG, INC., a Massachusetts corporation (“Merger Sub”); HCSG MERGER, LLC, a Massachusetts limited liability company (“HCSG”); SUMMIT SERVICES GROUP, INC., a Massachusetts corporation (“Summit”); JOSEPH S. CUZZUPOLI (“Cuzzupoli”), a resident of Massachusetts; JOHN A. BULLOCK (“Bullock”), a resident of Massachusetts; LAWRENCE G. FRENI (“Freni”), a resident of Massachusetts; WELLFLEET CAPITAL PARTNERS, INC., a Massachusetts corporation (“Wellfleet”); NAVONE INVESTMENTS, LLC, a Delaware limited liability company (“Navone”); THOMAS G. HIXON (“Hixon”), a resident of Mississippi; S. KEITH PRITCHARD (“Pritchard”), a resident of Colorado; and P. H. BENJAMIN CHANG (“Chang”), a resident of Massachusetts. Cuzzupoli, Bullock, and Freni are sometimes referred to in this Agreement individually as an “Insider Shareholder”
