AGREEMENT AND PLAN OF MERGER by and among GREATER MEDIA, INC. BEASLEY BROADCAST GROUP, INC. BEASLEY MEDIA GROUP 2, INC. and PETER A. BORDES, JR., as the Stockholders’ Representative Dated as of: July 19, 2016Agreement and Plan of Merger • July 20th, 2016 • Beasley Broadcast Group Inc • Radio broadcasting stations • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of the 19th day of July, 2016, by and among GREATER MEDIA, INC., a Delaware corporation (the “Company”), BEASLEY BROADCAST GROUP, INC., a Delaware corporation (“Buyer”), Beasley Media Group 2, Inc., a Delaware corporation and indirect wholly-owned subsidiary of Buyer (“MergerCo” and, together with Buyer, “Buyer Parties”), and Peter A. Bordes Jr., as the Stockholders’ Representative. Capitalized terms used herein shall have the meanings assigned to such terms in the text of this Agreement or in Section 9.1.
