AGREEMENT AND PLAN OF MERGER Dated as of February 28, 2013 among AUTOINFO, INC., AUTOINFO HOLDINGS, LLC and AUTOINFO ACQUISITION CORP.Merger Agreement • March 5th, 2013 • Autoinfo Inc • Trucking & courier services (no air)
This Agreement and Plan of Merger, dated as of February 28, 2013 (this “Agreement”), is by and among AutoInfo Holdings, LLC, a Delaware limited liability company (“Parent”), AutoInfo Acquisition Corp., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and AutoInfo, Inc., a Delaware corporation (the “Company”). Certain defined terms used in this Agreement are defined in Annex A.
VOTING AGREEMENTVoting Agreement • March 5th, 2013 • Autoinfo Inc • Trucking & courier services (no air)
This Voting Agreement, dated as of February 28, 2013 (this “Agreement”), is made by and among AutoInfo Holdings, LLC, a Delaware limited liability company (“Parent”), and the undersigned stockholders and option holders (each a “Stockholder” and collectively, the “Stockholders”) of AutoInfo, Inc., a Delaware Corporation (the “Company”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Merger Agreement (as defined below).
