AGREEMENT AND PLAN OF MERGER among BRE DIAMOND HOTEL HOLDINGS LLC, BRE DIAMOND HOTEL LLC, BRE DIAMOND HOTEL ACQUISITION LLC, STRATEGIC HOTELS & RESORTS, INC. and STRATEGIC HOTEL FUNDING, L.L.C. Dated as of September 4, 2015Agreement and Plan of Merger • September 8th, 2015 • Strategic Hotels & Resorts, Inc • Real estate investment trusts • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of September 4, 2015 (this “Agreement”), by and among BRE Diamond Hotel Holdings LLC, a Delaware limited liability company (“Parent”), BRE Diamond Hotel LLC, a Delaware limited liability company whose sole member is Parent (“Merger Sub”), BRE Diamond Hotel Acquisition LLC, a Delaware limited liability company whose sole member is Merger Sub (“Merger Opco” and, together with Parent and Merger Sub, the “Buyer Parties”), Strategic Hotels & Resorts, Inc., a Maryland corporation (the “Company”), and Strategic Hotel Funding, L.L.C., a Delaware limited liability company and subsidiary of the Company (the “Operating Partnership” and, together with the Company, the “Company Parties”).
