AGREEMENT AND PLAN OF MERGER by and among DANIMER SCIENTIFIC, INC., SUNSHINE MERGER CORP., NOVOMER, INC., AND SHAREHOLDER REPRESENTATIVE SERVICES LLC As Stockholders’ Representative July 28, 2021Merger Agreement • August 3rd, 2021 • Danimer Scientific, Inc. • Plastic materials, synth resins & nonvulcan elastomers • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of July 28, 2021 (the “Agreement Date”), by and among Danimer Scientific, Inc., a Delaware corporation (“Parent”), Sunshine Merger Corp., a Delaware corporation and indirect, wholly-owned subsidiary of Parent (“Merger Sub”), Novomer, Inc., a Delaware corporation (the “Company”), and Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as the representative of the Company Indemnitors (the “Stockholders’ Representative”). All capitalized terms that are used but not defined herein shall have the respective meanings ascribed thereto in Annex A.
