SCR-SIBELCO NV UNIMIN CORPORATION BISON MERGER SUB, INC. BISON MERGER SUB I, LLC AND FAIRMOUNT SANTROL HOLDINGS INC. AGREEMENT AND PLAN OF MERGER Dated as of December 11, 2017Stockholders Agreement • December 12th, 2017 • Fairmount Santrol Holdings Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • New York
Contract Type FiledDecember 12th, 2017 Company Industry JurisdictionThis BUSINESS CONTRIBUTION AGREEMENT (this Agreement), dated as of [●], by and between SCR-SIBELCO NV, a Belgian public company (Sibelco), UNIMIN CORPORATION, a Delaware corporation and wholly-owned subsidiary of Sibelco (the Transferor) and [HPQ CO], a Delaware corporation and wholly owned subsidiary of Transferor (the Transferee). Sibelco, the Transferor and the Transferee are each referred to herein individually as a Party and collectively as the Parties.