AGREEMENT AND PLAN OF MERGER by and among UNITED STATIONERS SUPPLY CO. (“Buyer”) SW ACQUISTION CORP. (“Merger Sub”) CPO COMMERCE, INC. (“Company”) CERTAIN SECURITIES HOLDERS OF COMPANY (“Principal Holders”) and CAPSTAR CAPITAL, LLC, as Representative...Agreement and Plan of Merger • July 25th, 2014 • United Stationers Inc • Wholesale-paper & paper products • Delaware
This Agreement and Plan of Merger (this “Agreement”) is entered into as of May 28, 2014, by and among United Stationers Supply Co., an Illinois corporation (“Buyer”), SW Acquisition Corp., a Delaware corporation and wholly owned subsidiary of Buyer (“Merger Sub”), CPO Commerce, Inc., a Delaware corporation (“Company” (which term shall include Company and its Subsidiaries taken as a whole unless the context otherwise requires)), the holders of Company Securities listed on Schedule A (the “Principal Holders”), and Capstar Capital, LLC, as representative of the holders of Company Securities (“Representative”).
