AGREEMENT AND PLAN OF MERGER AMONG GEBR. KNAUF KG, WORLD CUP ACQUISITION CORPORATION AND USG CORPORATION DATED AS OF JUNE 10, 2018Agreement and Plan of Merger • June 11th, 2018 • Usg Corp • Concrete, gypsum & plaster products • New York
Contract Type FiledJune 11th, 2018 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER dated as of June 10, 2018 (this “Agreement”) is made and entered into among Gebr. Knauf KG, a limited partnership (Kommanditgesellschaft) organized under the laws of Germany (“Parent”), World Cup Acquisition Corporation, a Delaware corporation and an indirect, wholly-owned subsidiary of Parent (“Merger Sub”), and USG Corporation, a Delaware corporation (the “Company”). Parent, Merger Sub and the Company are referred to in this Agreement individually as a “Party” and collectively as the “Parties.”