AGREEMENT AND PLAN OF MERGER BY AND AMONG SPRYANCE, INC. THE PRINCIPAL STOCKHOLDERS LISTED ON THE SIGNATURE PAGES HERETO, THE STOCKHOLDERS’ REPRESENTATIVE, TRANSCEND SERVICES, INC. AND TRANSCEND ACQUISITION CORPORATION OCTOBER 21, 2010Agreement and Plan of Merger • October 26th, 2010 • Transcend Services Inc • Services-business services, nec • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made as of October 21, 2010, by and among Spryance, Inc., a Delaware corporation (the “Company”); the stockholders of the Company listed on the signatures pages hereto (the “Principal Stockholders”); Beecken Petty O’Keefe & Company, LLC, a Delaware limited liability company, as the Stockholders’ Representative; Transcend Services, Inc., a Delaware corporation (the “Buyer”); and Transcend Acquisition Corporation, a Delaware corporation (the “Merger Sub”). The Company, the Principal Stockholders, the Stockholders’ Representative, the Buyer and the Merger Sub are each referred to herein as a “Party” and collectively as the “Parties.”
