AGREEMENT AND PLAN OF MERGER among USF HOLDING CORP., SYSCO CORPORATION, SCORPION CORPORATION I, INC. and SCORPION COMPANY II, LLC Dated as of December 8, 2013Merger Agreement • December 9th, 2013 • Us Foods, Inc. • Wholesale-groceries & related products • Delaware
THIS AGREEMENT AND PLAN OF MERGER is made as of December 8, 2013, by and among USF Holding Corp., a Delaware corporation (“Company”), Sysco Corporation, a Delaware corporation, (“Parent”), Scorpion Corporation I, Inc., a Delaware corporation (“Merger Sub One”) and Scorpion Company II, LLC, a Delaware limited liability company (“Merger Sub Two” and together with Merger Sub One, the “Merger Subs”). Certain capitalized terms used herein are defined in Article I.
