AGREEMENT AND PLAN OF MERGER by and among BFC FINANCIAL CORPORATION, BBX MERGER SUB, LLC and BBX CAPITAL CORPORATIONMerger Agreement • May 13th, 2013 • BBX Capital Corp • Savings institution, federally chartered • Florida
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of the 7th day of May 2013, by and among BFC FINANCIAL CORPORATION, a Florida corporation (“BFC”), BBX MERGER SUB, LLC, a Florida limited liability company (“Merger Sub”), and BBX CAPITAL CORPORATION, a Florida corporation (“BBX Capital”).
AMENDMENT NO. 1 TO RIGHTS AGREEMENTRights Agreement • May 13th, 2013 • BBX Capital Corp • Savings institution, federally chartered • Florida
This AMENDMENT NO. 1 (this “Amendment”) to the Rights Agreement, dated as of February 7, 2013 (the “Rights Agreement”), by and between BBX Capital Corporation, a Florida corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, as rights agent (the “Rights Agent”), is entered into this May 7, 2013. Capitalized terms used in this Amendment and not otherwise defined herein shall have the meanings given to them in the Rights Agreement.
