AGREEMENT AND PLAN OF MERGER DATED AS OF NOVEMBER 9, 2010 BY AND AMONG FAMILY DOG, LLC FD ACQUISITION CO. TROY LOWRIE, MICHEAL OCELLO AND VCG HOLDING CORP.Merger Agreement • November 10th, 2010 • VCG Holding Corp • Services-amusement & recreation services • Colorado
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of November 9, 2010, by and among Family Dog, LLC, a Colorado limited liability company (“Parent”), FD Acquisition Co., a Colorado corporation, a wholly owned subsidiary of Parent (“Purchaser”), Troy Lowrie, an individual (“Lowrie”), Micheal Ocello, an individual (“Ocello,” and, together with Lowrie, the “Executives”), and VCG Holding Corp., a Colorado corporation (the “Company”).
