AGREEMENT AND PLAN OF MERGER BY AND AMONG ALERIS CORPORATION ZHONGWANG ALUMINUM CORPORATION, ZHONGWANG USA LLC AND OCM OPPORTUNITIES ALS HOLDINGS, L.P. (solely in its capacity as the Stockholders Representative under this Agreement) Dated as of August...Agreement and Plan of Merger • August 30th, 2016 • Aleris Corp • Secondary smelting & refining of nonferrous metals • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of August 29, 2016, is by and among (i) ZHONGWANG USA LLC, a Delaware limited liability company (“Parent”), (ii) ZHONGWANG ALUMINUM CORPORATION, a Delaware corporation and a direct, wholly owned Subsidiary of Parent (“Merger Sub”), (iii) ALERIS CORPORATION, a Delaware corporation (the “Company”), and (iv) OCM OPPORTUNITIES ALS HOLDINGS, L.P., a Delaware limited partnership, solely as representative for the Stockholders, the Optionholders and RSU Holders (the “Stockholders Representative”).
