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 ANDMerger Agreement • September 25th, 2018 • Cimpress N.V. • Commercial printing • Delaware
Contract Type FiledSeptember 25th, 2018 Company Industry JurisdictionTHIS 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).