AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • January 18th, 2012 • Carpenter Technology Corp • Steel works, blast furnaces & rolling mills (coke ovens) • Delaware
Contract Type FiledJanuary 18th, 2012 Company Industry JurisdictionTHIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of June 20, 2011, is by and among Latrobe Specialty Metals, Inc., a Delaware corporation (the “Company”), Carpenter Technology Corporation, a Delaware corporation (“Parent”), Hawke Acquisition Corp., a Delaware corporation and direct wholly-owned subsidiary of Parent (“Acquisition Sub”), Watermill-Toolrock Partners, L.P., a Delaware limited partnership, solely as the representative of the Watermill Equityholders (the “Watermill Representative”), and HHEP-Latrobe, L.P., a Delaware limited partnership, solely as the representative of the Hicks Equityholders (the “Hicks Representative” and, collectively with the Watermill Representative, the “Representatives” and each a “Representative”).