AGREEMENT AND PLAN OF MERGER by and among FLORA PARENT, INC., CENTRAL GARDEN & PET COMPANY, GENESIS MERGERCO, INC. and THE STOCKHOLDER REPRESENTATIVE NAMED HEREIN Dated as of December 30, 2020Merger Agreement • February 17th, 2021 • Central Garden & Pet Co • Wholesale-miscellaneous nondurable goods • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made as of December 30, 2020, by and among CENTRAL GARDEN & PET COMPANY, a Delaware corporation (the “Parent”), GENESIS MERGERCO, INC., a Delaware corporation (“MergerCo”), Flora Parent, Inc., a Delaware corporation (the “Company”), and FS Equity Partners VII, L.P., a Delaware limited partnership, in its capacity as the Stockholder Representative hereunder (the “Stockholder Representative”). Capitalized terms used and not otherwise defined herein have the meanings set forth in ARTICLE I.
