Agreement and Plan of Merger by and among Shutterfly, Inc., Horsley Acquisition Sub I, Inc., Horsley Acquisition Sub II, LLC, Tiny Prints, Inc., and the Stockholder Representative Dated as of March 21, 2011Merger Agreement • March 21st, 2011 • Shutterfly Inc • Services-photofinishing laboratories • Delaware
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of March 21, 2011 by and among Shutterfly, Inc., a Delaware corporation (“Parent”), Horsley Acquisition Sub I, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and Horsley Acquisition Sub II, LLC, a Delaware limited liability company and a wholly-owned subsidiary of Parent (“Sister Sub”), Tiny Prints, Inc., a Delaware corporation (the “Company”), and the Stockholder Representative, for the purposes of Section 6.6 hereof only. Capitalized terms used and not otherwise defined herein have the meanings set forth in Article 8.
