AGREEMENT AND PLAN OF MERGER BY AND AMONG KBR WYLE SERVICES, LLC ASTRID MERGER SUB, LLC CENTAURI PLATFORM HOLDINGS, LLC, AND THE REPRESENTATIVE IDENTIFIED HEREIN DATED AS OF AUGUST 17, 2020Merger Agreement • August 19th, 2020 • Kbr, Inc. • Heavy construction other than bldg const - contractors • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of August 17, 2020, by and among (a) KBR Wyle Services, LLC, a Delaware limited liability company (“Parent”), (b) Astrid Merger Sub, LLC, a Delaware limited liability company and a wholly-owned subsidiary of Parent (“Merger Sub”), (c) Centauri Platform Holdings, LLC, a Delaware limited liability company (the “Company”), and (d) Centauri ACP Holdings, LLC, a Delaware limited liability company, solely in its capacity as representative for the Equityholders (the “Representative”). Parent, Merger Sub, the Company and, as applicable, the Representative are sometimes referred to in this Agreement as a “Party” and collectively as the “Parties.” Capitalized terms that are used in this Agreement and not otherwise defined herein shall have the respective meanings ascribed to such terms in ARTICLE XI.
