AGREEMENT AND PLAN OF MERGER among: HOT TOPIC, INC., a California corporation; 212F HOLDINGS LLC, a Delaware limited liability company; and HT MERGER SUB INC., a California corporation Dated as of March 6, 2013Merger Agreement • March 8th, 2013 • Hot Topic Inc /Ca/ • Retail-apparel & accessory stores • California
THIS AGREEMENT AND PLAN OF MERGER (“Agreement”) is made and entered into as of March 6, 2013, by and among: 212F Holdings LLC, a Delaware limited liability company (“Parent”); HT Merger Sub Inc., a California corporation and a wholly owned subsidiary of Parent (“Merger Sub”); and Hot Topic, Inc., a California corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
