AGREEMENT AND PLAN OF MERGER dated as of MAY 2, 2015 by and among PATTERSON COMPANIES, INC. RAMS MERGER SUB, INC., ANIMAL HEALTH INTERNATIONAL, INC. and LEONARD GREEN & PARTNERS, L.P. (solely in its capacity as Holder Representative)Merger Agreement • May 4th, 2015 • Patterson Companies, Inc. • Wholesale-medical, dental & hospital equipment & supplies • New York
This Agreement and Plan of Merger (this “Agreement”), dated as of May 2, 2015, is entered into by and among Patterson Companies, Inc., a Minnesota corporation (“Parent”), Rams Merger Sub, Inc., a Colorado corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), Animal Health International, Inc., a Colorado corporation (the “Company”), and Leonard Green & Partners, L.P., a Delaware limited partnership, solely in its capacity as the initial Holder Representative hereunder. Parent, Merger Sub, the Company and, solely in its capacity as such and to the extent applicable, the Holder Representative, are referred to collectively herein as the “Parties” and each individually as a “Party.”
