AGREEMENT AND PLAN OF MERGER BY AND AMONG ASSOCIATED CITRUS PACKERS, INC., an Arizona corporation, LIMONEIRA COMPANY, a Delaware corporation, ACP MERGER SUB, INC. an Arizona corporation, AND MARK R. SPENCER, solely in the capacity as agent for and on...Merger Agreement • September 12th, 2013 • Limoneira CO • Agricultural production-crops • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of September 6, 2013, by and among LIMONEIRA COMPANY, a Delaware corporation (“Parent”), ACP MERGER SUB, INC., an Arizona corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), ASSOCIATED CITRUS PACKERS, INC., an Arizona corporation (the “Company”), and MARK R. SPENCER, an individual residing in Yuma, Arizona, solely in the capacity as agent for and on behalf of all of the Shareholders (as defined below). Parent, Merger Sub, the Company and the Shareholder Representative (as defined below) are sometimes individually referred to herein as a “Party” and collectively as the “Parties.”
