AGREEMENT AND PLAN OF MERGER among Kona Brewing Co., Inc., Kona Brewery LLC, Kona Brew Enterprises LLC, Craft Brewers Alliance, Inc., 2010 Enterprises LLC, W. Cameron Healy, in his capacity as Trustee of the Healy Family Trust Mattson Davis, and...Merger Agreement • August 3rd, 2010 • Craft Brewers Alliance, Inc. • Malt beverages • Washington
This Agreement and Plan of Merger ("Agreement"), dated July 31, 2010, is among Craft Brewers Alliance, Inc., a Washington corporation ("CBAI"), 2010 Enterprises LLC, a Hawaii limited liability company and wholly owned subsidiary of CBAI ("AcquisitionCo"), Kona Brewing Co., Inc., a Hawaii corporation ("KonaCo"), Kona Brewery LLC, a Hawaii limited liability company ("KonaLLC"), and Kona Brew Enterprises LLC, a Hawaiian limited liability company and wholly owned subsidiary of KonaCo ("KBE"), W. Cameron Healy, in his capacity as Trustee of the Healy Family Trust ("Cameron Healy"), Mattson Davis, and Sumpuran Khalsa. Each of KonaCo, KonaLLC, and KBE is a "Target," and all three are, collectively, the "Targets." Each of Cameron Healy, Mattson Davis, and Sumpuran Khalsa is a "Shareholder," and all three individuals are, collectively, the "Shareholders." Each of CBAI, AcquisitionCo, KonaCo, KonaLLC, and the Shareholders is a "Party," and all of them are, collectively, the "Parties."
