AGREEMENT AND PLAN OF MERGER AMONG MONUMENT PARTNERS, L.L.C., MONUMENT REIT MERGER SUB, L.P., MONUMENT PARTNERSHIP MERGER SUB, L.P., LANDMARK APARTMENT TRUST, INC., AND LANDMARK APARTMENT TRUST HOLDINGS, LP DATED AS OF October 22, 2015Agreement and Plan of Merger • October 22nd, 2015 • Landmark Apartment Trust, Inc. • Real estate investment trusts • Maryland
This AGREEMENT AND PLAN OF MERGER, dated as of October 22, 2015 (this “Agreement”), is by and among Monument Partners, L.L.C., a Delaware limited liability company (“Parent”), Landmark Apartment Trust, Inc., a Maryland corporation that has elected to be treated as a real estate investment trust for federal income tax purposes (“Company”), Landmark Apartment Trust Holdings, LP, a Virginia limited partnership (“Company LP”), Monument REIT Merger Sub L.P., a Delaware limited partnership and wholly-owned subsidiary of Parent (“REIT Merger Sub”), and Monument Partnership Merger Sub, L.P., a Virginia limited partnership and a wholly owned subsidiary of REIT Merger Sub (“Partnership Merger Sub”). Each of Parent, REIT Merger Sub, Partnership Merger Sub, Company and Company LP is sometimes referred to herein as a “Party” and collectively as the “Parties.” Capitalized terms used but not otherwise defined herein have the meanings ascribed to them in Article 1.
