AGREEMENT AND PLAN OF MERGER DATED AS OF JANUARY 31, 2017 BY AND AMONG ONEOK, INC. NEW HOLDINGS SUBSIDIARY, LLC, ONEOK PARTNERS, L.P. AND ONEOK PARTNERS GP, L.L.C.Merger Agreement • February 1st, 2017 • Oneok Inc /New/ • Natural gas transmisison & distribution • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of January 31, 2017 (this “Agreement”), is by and among ONEOK, Inc., an Oklahoma corporation (“Parent”), New Holdings Subsidiary, LLC, a Delaware limited liability company and a Subsidiary of Parent (“Merger Sub”), ONEOK Partners, L.P., a Delaware limited partnership (the “Partnership”), and ONEOK Partners GP, L.L.C., a Delaware limited liability company and the general partner of the Partnership (the “Partnership GP”). Certain capitalized terms used in this Agreement are defined in Article I.
