AGREEMENT AND PLAN OF MERGER BY AND AMONG CIMPRESS N.V., CIMPRESS USA INCORPORATED, CIMPRESS ACQUISITION, LLC, THE SELLERS LISTED ON THE SIGNATURE PAGES HERETO, BUILD A SIGN LLC ANDAgreement and Plan of Merger • September 25th, 2018 • Cimpress N.V. • Commercial printing • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made as of September 23, 2018 (the “Agreement Date”), by and among (i) Cimpress N.V., a public limited company incorporated under the laws of the Netherlands (“Parent”), (ii) Cimpress USA Incorporated, a Delaware corporation (“Buyer”), (iii) Cimpress Acquisition, LLC, a Delaware limited liability company and wholly-owned subsidiary of Buyer (“Merger Sub”), (iv) the Sellers listed on the signature pages hereto (each individually a “Seller”, and collectively, the “Sellers”), (v) Build A Sign LLC, a Delaware limited liability company (the “Company”), and (vi) BAS Buyer, LLC, a Delaware limited liability company, in its capacity as the Seller Representative (as defined in Section 14 hereto).
