AGREEMENT AND PLAN OF MERGER BY AND AMONG RESOLUTE GROWTH US LLC, RESOLUTE FP FLORIDA INC., ATLAS PAPER HOLDINGS, INC. AND HC CAPITAL HOLDINGS 313A, LLC November 16, 2015Merger Agreement • November 16th, 2015 • Resolute Forest Products Inc. • Paper mills • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of November 16, 2015, by and among Resolute Growth US LLC, a Delaware limited liability company (“Buyer”), Resolute FP Florida Inc., a Delaware corporation (“Merger Sub”), Atlas Paper Holdings, Inc., a Delaware corporation (the “Company”), and HC Capital Holdings 313A, LLC, a Delaware limited liability company, solely in its capacity as the Representative (as hereinafter defined). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in Section 11.01 of this Agreement. Buyer, Merger Sub, Representative (solely in its capacity as Representative) and the Company are referred to herein collectively as the “Parties” and, individually, as a “Party.”
