AGREEMENT AND PLAN OF MERGER by and among ARBY’S RESTAURANT GROUP, INC., IB MERGER SUB I CORPORATION and BUFFALO WILD WINGS, INC. dated as of November 27, 2017Agreement and Plan of Merger • November 28th, 2017 • Buffalo Wild Wings Inc • Retail-eating places • New York
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of November 27, 2017, is entered into by and among Arby’s Restaurant Group, Inc., a Delaware corporation (“Parent”), IB Merger Sub I Corporation, a Minnesota corporation and a Subsidiary of Parent (“Merger Sub”), and Buffalo Wild Wings, Inc., a Minnesota corporation (the “Company”). Each of Parent, Merger Sub and the Company are referred to herein as a “Party” and together as “Parties.” Capitalized terms used and not otherwise defined herein have the meanings set forth in Article IX. This Agreement is a “plan of merger” as such term is used in Section 302A.611 of the Minnesota Business Corporation Act (the “MBCA”) and is sometimes referred to as the “Plan of Merger.”
