FIFTH AMENDMENT TO THE AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • January 4th, 2018 • Royale Energy Inc • Crude petroleum & natural gas • Delaware
This Fifth Amendment to the Amended and Restated Agreement and Plan of Merger (this “Amendment”) is dated as of December 28, 2017, among Royale Energy, Inc., a California corporation (“Royale”), Royale Energy Holdings, Inc., a Delaware corporation (“Parent”), Royale Merger Sub, Inc., a California corporation and a direct, wholly owned Subsidiary of Parent (“Royale Merger Sub”), Matrix Merger Sub, Inc., a California corporation and a direct, wholly-owned Subsidiary of Parent (“Matrix Merger Sub”), and Matrix Oil Management Corporation, a California corporation (“Matrix” and, together with Matrix Merger Sub, Royale and Royale Merger Sub, the “Constituent Corporations”), and amends that certain Agreement and Plan of Merger made as of November 30, 2016, among Royale, Parent, Royale Merger Sub, Matrix Merger Sub and Matrix (as amended and restated as of December 31, 2016, the “Merger Agreement”). Capitalized terms used and not otherwise defined in this Amendment shall have the respective me
