AGREEMENT AND PLAN OF MERGER By and Among YELLOW ROADWAY CORPORATION, YANKEE II LLC and USF CORPORATION Dated as of February 27, 2005 As amended as of May 1, 2005Merger Agreement • May 2nd, 2005 • Usf Corp • Trucking (no local) • Delaware
This Agreement and Plan of Merger (this “Agreement”) is dated as of February 27, 2005 and as amended as of May 1, 2005 (the “Amendment Date”), by and among Yellow Roadway Corporation, a Delaware corporation (“Parent”), Yankee II LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent (“Merger Sub”), and USF Corporation, a Delaware corporation (the “Company”). Merger Sub and the Company are sometimes hereinafter collectively referred to as the “Constituent Entities”.
