AGREEMENT AND PLAN OF MERGER By and Among RCS CAPITAL CORPORATION, ZOE ACQUISITION, LLC, and INVESTORS CAPITAL HOLDINGS, LTD. Dated as of October 27, 2013Merger Agreement • October 28th, 2013 • Investors Capital Holdings LTD • Investors, nec • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of October 27, 2013 (this “Agreement”), is made by and among RCS Capital Corporation, a Delaware corporation (“Parent”), Zoe Acquisition, LLC, a Delaware limited liability company and a wholly-owned subsidiary of Parent (“Merger Sub”), and Investors Capital Holdings, Ltd., a Delaware corporation (the “Company”).
ContractVoting Agreement • October 28th, 2013 • Investors Capital Holdings LTD • Investors, nec • Delaware
Investors Capital Holdings, Ltd. and RCS Capital Corporation Sign Definitive Merger AgreementMerger Agreement • October 28th, 2013 • Investors Capital Holdings LTD • Investors, nec
LYNNFIELD, Mass.--(BUSINESS WIRE)--October 28, 2013--On October 27, 2013, Investors Capital Holdings, Ltd. (“ICH”) (NYSE MKT:ICH) executed a definitive merger agreement (the “Merger Agreement”) with RCS Capital Corporation (“RCAP”) (NYSE:RCAP), pursuant to which RCAP will acquire ICH and its subsidiaries, including Investors Capital Corporation, a four-time recipient of the Investment Adviser Magazine Broker-Dealer of the Year Award, for a total consideration of approximately $52.5 million comprised of cash and RCAP stock. This transaction will allow RCAP to further expand its footprint in the independent financial advisor segment of the financial services industry.
