AGREEMENT AND PLAN OF MERGER Dated as of May 5, 2019 among PARK HOTELS & RESORTS INC. PK DOMESTIC PROPERTY LLC, PK DOMESTIC SUB LLC, and CHESAPEAKE LODGING TRUSTMerger Agreement • May 6th, 2019 • Park Hotels & Resorts Inc. • Hotels & motels • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of May 5, 2019, is made by and among Park Hotels & Resorts Inc., a Delaware corporation (“Park”), PK Domestic Property LLC, a Delaware limited liability company and an indirect Subsidiary of Park (“Parent”), PK Domestic Sub LLC, a Delaware limited liability company and a direct Subsidiary of Parent (“Merger Sub” and, together with Park and Parent, the “Park Parties”), and Chesapeake Lodging Trust, a Maryland real estate investment trust (the “Company”). Park, Parent, Merger Sub, and the Company are each sometimes referred to herein as a “Party” and, collectively, as the “Parties”.
