TENDER AND SUPPORT AGREEMENTTender and Support Agreement • June 17th, 2016 • Ceres, Inc. • Agricultural production-crops • Delaware
This TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of June 16, 2016, is by and among Land O’Lakes, Inc., a cooperative corporation incorporated under the laws of Minnesota (“Parent”), Roman Merger Sub, Inc., a corporation incorporated under the laws of Delaware (“Merger Sub”) and the Person listed as “Stockholder” on the signature page hereto (“Stockholder”).
AGREEMENT AND PLAN OF MERGER by and among LAND O’LAKES, INC., ROMAN MERGER SUB, INC. and CERES, INC. dated as of June 16, 2016Agreement and Plan of Merger • June 17th, 2016 • Ceres, Inc. • Agricultural production-crops • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated June 16, 2016, is by and among LAND O’LAKES, INC., a cooperative corporation incorporated under the laws of Minnesota (“Parent”), Roman Merger Sub, Inc., a corporation incorporated under the laws of Delaware (“Merger Sub”) and CERES, INC., a corporation incorporated under the laws of Delaware (the “Company”). All capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Section 9.5 or as otherwise defined elsewhere in this Agreement unless the context clearly provides otherwise. Parent, Merger Sub and the Company are each sometimes referred to as a “Party” and collectively as the “Parties.”
