SOCIAL TECHNOLOGY HOLDINGS, INC. c/o VC2 Capital LLC 10951 W. Pico Boulevard Suite 102 Los Angeles, CA 90064Exchange Agreement • February 16th, 2016 • Pocket Games Inc. • Services-prepackaged software
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • February 16th, 2016 • Pocket Games Inc. • Services-prepackaged software • Delaware
AGREEMENT AND PLAN OF MERGER dated as of February 9, 2016 (this “Agreement”), by and among SOCIAL TECHNOLOGY HOLDINGS, INC., a corporation organized under the laws of the State of Delaware, doing business as “Viximo” (the “Company” or “STH”), POCKET GAMES, INC., a corporation organized under the laws of the State of Florida (the “Parent” or “Pocket Games”), STH ACQUISITION CORP., a Delaware corporation and a wholly-owned subsidiary of the Parent (“Merger Sub”). Unless otherwise defined herein, all capitalized terms used herein shall have the respective meanings ascribed to such terms in Annex 1. All references herein to Exhibits, Schedules, Sections and Articles shall be deemed to refer to the respective exhibits and schedules to, and sections and articles of, this Agreement, unless otherwise specified.
